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Eurobank Ergasias Services and Holdings S.A.

Quarterly Report Nov 10, 2015

2644_10-q_2015-11-10_0c38a56a-b851-4dc5-a863-433c7034574d.pdf

Quarterly Report

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COMPANY'S DATA

FINANCIAL DATA AND INFORMATION FOR THE PERIOD Company Registration No : 000223001000 - 8 Othonos Street, Athens 105 57 EUROBANK ERGASIAS S.A. from 1 January to 30 September 2015 (as stipulated by the Decision 4/507/28.04.2009 of the Capital Market Commission)

The information listed below aims to provide a general overview about the financial position and the financial results of Eurobank Ergasias S.A. and its Group. Consequently, readers are strongly advised to visit the website of the Bank, where the interim financial statements prepared under International Financial Reporting Standards (IFRS) are available, before any investment decision or transaction with the Bank is entered into.

www.eurobank.gr
Company's website:
10 November 2015
Date of approval of the interim financial statements by BoD :
Certified Public Accountant - Auditor:
Marios Psaltis
Audit Firm: PricewaterhouseCoopers S.A.
Auditors' report on consolidated financial information:
Unqualified - emphasis of matter
Issue Date of Auditor's report:
10 November 2015
Bank INCOME STATEMENT
Amounts in euro million
Group Bank BALANCE SHEET
Amounts in euro million
Group
1 Jan-
30 Sep 2015
1 Jan-
30 Sep 2014
1 Jul-
30 Sep 2015
1 Jul-
30 Sep 2014
1 Jan-
30 Sep 2015
1 Jan-
30 Sep 2014
1 Jul-
30 Sep 2015
1 Jul
30 Sep 2014
30 Sep 2015 31 Dec 2014 30 Sep 2015 31 Dec 2014
ASSETS
734 739 243 246 Net interest income 1,122 1,121 371 378 687 801 Cash and balances with central banks 1,892 1,948
45 46 3 16 Net banking fee and commission income 138 146 32 51 5,513 5,892 Due from credit institutions 3,242 3,059
- - - - Net insurance income 21 25 3 8 17 73 Financial instruments at fair value through profit or loss 276 360
5 4 2 1 Income from non banking services 39 34 14 12 1,808 2,121 Derivative financial instruments 1,848 2,134
369 60 3 40 Dividend income 3 2 1 0 32,947 35,076 Loans and advances to customers 39,955 42,133
33 7 42 2 Net trading income 41 16 51 3 3,159 2,913 Available-for-sale investment securities 5,607 5,626
(5) 31 0 15 Gains less losses from investment securities 28 75 6 20 247 346 Held-to-maturity investment securities 683 657
9 1 1 1 Net other operating income 8 7 0 3 11,324 11,700 Debt securities lending portfolio 11,420 11,566
1,190 888 294 321 Operating income 1,400 1,426 478 475 2,423 2,570 Shares in subsidiary undertakings - -
(496) (529) (167) (172) Operating expenses (742) (792) (248) (257) Investments in associated undertakings
5 5 and joint ventures 6 6
Profit from operations before impairments 261 282 Property, plant and equipment 690 702
and non recurring income/(expenses) 62 64 Investment property 921 876
694 359 127 149 and provisions 658 634 230 218 63 60 Intangible assets 150 150
(2,260) (1,270) (234) (442) Impairment losses on loans and advances (2,394) (1,523) (256) (589) 4,869 3,871 Deferred tax assets 4,893 3,894
Impairment and other losses on 1,674 1,720 Other assets 2,069 2,137
(159) (38) - - shares in subsidiary undertakings - - - - - - Assets of disposal group clas
sified as held for sale
103 270
(26) (67) 27 (39) Other impairment losses (53) (105) 22 (41) 65,059 67,494 Total assets 73,755 75,518
(45) 94 (43) 1 Non recuring income/(expenses) and provisions
Share of results of associated undertakings
(46) 93 (43) 1 LIABILITIES
- - - - and joint ventures 0 0 0 0 31,585 12,610 Due to central banks 31,585 12,610
(1,796) (922) (123) (331) Profit/(loss) before tax (1,835) (901) (47) (411) 2,449 13,408 Due to credit institutions 1,203 10,256
2,377 2,470 Derivative financial instruments 2,393 2,475
574 248 88 72 Income tax 501 201 61 64 22,502 31,985 Due to customers 30,450 40,878
432 244 432 167 Non recurring tax adjustments 432 249 432 167 1,170 1,287 Debt securities in issue 642 811
(790) (430) 397 (92) Net profit/(loss) from continuing operations (902) (451) 446 (180) 425 477 Other liabilities 2,014 2,020
- - Liabilities of disposal group
classified as held for sale
106 164
- (52) - - Net profit/(loss) from discontinued operations (85) (226) (32) 1 60,508 62,237 Total liabilities 68,393 69,214
(790) (482) 397 (92) Net profit/(loss) (987) (677) 414 (179)
EQUITY
Net profit/(loss) attributable to 4,412 4,412 Ordinary share capital 4,411 4,412
- - - - non controlling interests 19 18 8 8 950 950 Preference shares 950 950
6,682 6,682 Share premium 6,683 6,682
(7,891) (7,185) Reserves and retained earnings (7,421) (6,485)
(790) (482) 397 (92) Net profit/(loss) attributable to shareholders (1,006) (695) 406 (187) Total equity attributable
4,153 4,859 to shareholders of the Bank 4,623 5,559
398 398 Hybrid capital-preferred securities 77 77
(0.0537) (0.0461) 0.0270 (0.0063) Basic earnings/(losses) per share (0.0684) (0.0665) 0.0276 (0.0127) - - Non controlling interests 662 668
4,551 5,257 Total equity 5,362 6,304
(0.0537) (0.0412) 0.0270 (0.0063) Basic earnings/(losses) per share
from continuing operations
(0.0626) (0.0449) 0.0298 (0.0127) 65,059 67,494 Total equity and liabilities 73,755 75,518

Notes :

1. The accounting policies applied for the preparation of the financial statements as at 30 September 2015 are consistent with those stated in the published annual financial statements of the Bank and the Group for the year ended 31 December 2014, after taking into consideration the amendments stated in the note 2 of the financial statements.

2. The fixed assets of the Bank and the Group are free of material charges or encumbrances. 3. A list of companies consolidated on 30 September 2015 is mentioned in notes 17 and 18 of the consolidated financial statements, where information on the percentage of Group's holding, the country of incorporation, as well as, the consolidation method applied is reported. (a) The companies that were included in consolidated financial statements on 30 September 2015 but not consolidated on 30 September 2014, were (i) Diethnis Ktimatiki S.A., which was acquired in May 2015, (ii) Grivalia Hospitality S.A., which was established in June 2015 and (iii) Grivalia New Europe S.A., which was established in July 2015. (b) On 30 September 2015 the companies which were not included in consolidated financial statements were (i) T Leasing S.A., which was merged with Eurobank Ergasias Leasing S.A. in November 2014, (ii) Cardlink S.A., which was disposed of in January 2015, (iii) Global Fund Management S.A which was liquidated in April 2015 and (iv) Byzantium Finance Plc, which was liquidated in June 2015. The companies that are not consolidated on 30 September 2015, mainly due to immateriality, are mentioned in notes 17 and 18 of the Group's financial statements.

4. On 6 November 2015, following the signing of the preliminary agreement on 17 July 2015 the Group announced that it has concluded a definitive agreement with Alpha Bank regarding the acquisition of Alpha Bank's Branch in Bulgaria by Eurobank's subsidiary in Bulgaria, Eurobank Bulgaria AD. The completion of the transaction is subject to approvals by the relevant competent regulatory and supervisory authorities and is expected to take place during the first quarter of 2016 (note 31 of the Group's financial statements).

STATEMENT OF COMPREHENSIVE INCOME
Amounts in euro million
Bank Group
1 Jan-
30 Sep 2015
1 Jan-
30 Sep 2014
1 Jul-
30 Sep 2015
1 Jul-
30 Sep 2014
1 Jan-
30 Sep 2015
1 Jan-
30 Sep 2014
1 Jul-
30 Sep 2015
1 Jul
30 Sep 2014
(790) (482) 397 (92) Net profit/(loss) (987) (677) 414 (179)
79 (17) 212 (30) IAS 39 revaluation reserve 76 20 277 (3)
- - - - Foreign currency translation (11) (29) (6) (22)
(711) (499) 609 (122) Total comprehensive income, net of tax (922) (686) 685 (204)
Attributable to:
Shareholders
(711) (447) 609 (122) - from continuing operations (853) (460) 709 (202)
- (52) - - - from discontinued operations (88) (243) (32)
- - - - Non controlling interests from continuing operations 19 17 8

5. As at 30 September 2015, there were a number of legal proceedings outstanding against the Bank and the Group, for which a provision of € 58m and € 66m respectively has been recorded. The outcome of the aforementioned lawsuits is not expected to have significant impact on the Bank's and the Group's financial position.

6. The Bank has been audited by tax authorities up to 2009, has not been audited for 2010 and has obtained by external auditors unqualified tax certificates for years 2011-2014 in accordance with article 82 of Law 2238/1994 (currently article 65a of Law 4174/2013). In line with the said law and considering related preconditions, tax audit for the years 2011 and 2012 is considered finalized. Information in relation to open tax years of Group's companies is provided in note 12 of the Group's financial statements.

7. The total number of employees as at 30 September 2015 was 9,092 for the Bank (30 September 2014: 8,887) and 17,334 for the Group of which the employees of Ukraine subsidiaries were 672 (30 September 2014: 18,305 of which the employees of Ukraine subsidiaries were 778). 8. The number of treasury shares held by subsidiaries of the Bank as at 30 September 2015 was 3,500,928 at a cost of € 0.11m.

9. The Group's related party transactions, excluding the key management personnel ("KMP"), are as follows: receivables € 8.1m, liabilities € 8.5m, expenses € 0.22m and revenues € 0.71m. The Bank's related party transactions, excluding the KMP, are as follows: receivables € 4,790m, liabilities € 3,423m, guarantees issued € 1,603m, expenses € 200m and revenues € 461m. The transactions of the Group with the KMP are as follows: compensation € 6.4m, receivables € 6.8m, liabilities € 4.4m, guarantees received € 0.11m, expenses € 0.04m and revenues € 0.09m. The transactions of the Bank with the KMP are as follows: compensation € 4.9m, receivables € 6.6m, liabilities € 1.6m, guarantees received € 0.11m, expenses € 0.02m and revenues € 0.04m (notes 30 and 32 of the Bank's and the Group's financial statements, respectively).

10. At 30 September 2015 the Group's dependency on Eurosystem financing facilities amounted to € 31.6bn (31 December 2014: €12.6bn), of which € 22.3bn funding from ELA (31 December 2014 zero). As at 31 October 2015, the Eurosystem funding amounted to € 29.9 bn, of which € 22.5 bn funding from ELA (note 2 of financial statements).

Bank Amounts in euro million Group
1 Jan- 1 Jan- 1 Jan- 1 Jan
30 Sep 2015 30 Sep 2014 30 Sep 2015 30 Sep 2014
5,257 4,002 Balance at 1 January 6,304 4,523
(790) (482) Net profit/(loss) (987) (677)
79 (17) Other comprehensive income 65 (9)
5 2,778 Share capital increase, net of expenses and related tax 5 2,784
Acquisition/changes in participating
- - interests in subsidiary undertakings (2) 331
Dividends distributed by subsidiaries
- - attributable to non controlli
ng interests
(24) (12)
- 11 Treasury shares and preferred securities, net of tax (0) 11
- (1) Other 1 (0)
4,551 6,291 Balance at 30 September 5,362 6,951
(268) (5) Net increase/(decrease) in cash and
cash equivalents from continuing operations
182 90
- - Net cash flows from discontinued operating activities (38) (18)
- - Net cash flows from discontinued investing activities 21 30
Net increase/(decrease) in cash and
- - cash equivalents from discontinued operations (17) 12
Cash and cash equivalents
912 1,218 at beginning of period 1,978 1,951
644 1,213 Cash and cash equivalents at end of period 2,143 2,053

11. In the context of the negative developments in Greece in 2015 affecting the financial position of the Greek banks, the European Central Bank (ECB) conducted a comprehensive assessment (CA) of the four systemic Greek banks in order to assess their capital adequacy taking Bank (ECB) conducted a comprehensive assessment (CA) of four systemic Greek banks in order to assess their capital adequacy into account the combined effect of an Asset Quality Review (AQR) and a forward looking Stress Test (ST) over a three-year time period (2015- 2017) under two stress test scenarios (baseline and adverse). On 31 October 2015, ECB announced the CA results according to which the Group's capital shortfall under the baseline and adverse scenario amounts to € 339m and € 2,122m respectively. In early November 2015, following the said CA results the Bank submitted a capital plan to ECB for approval, describing in detail the measures it intends to implement in order to cover the shortfall identified in the CA, for under both the baseline and the adverse scenario. As at 30 September 2015, the Group's Common Equity Tier I ratio stands at 12.1% (notes 2 and 6 of the Bank's and the Group's financial statements).

12. As at 30 September 2015, in assessing the adequacy of impairment losses on loans and advances to customers, the Group took into consideration the aforementioned 2015 AQR results and their underlying assumptions, the impact of which was captured in the second quarter of 2015, to the appropriate extent, based on the Group's existing impairment policies and within the context of its revised estimates in order to reflect, among others, the negative ramifications of the recent financial and political turmoil in Greece. Accordingly, for the nine months ended 30 September 2015, the Bank and the Group recognized an impairment loss for their loan portfolio of € 2,159m and € 2,394m, respectively (notes 9 and 10 of the Bank's and the Group's financial statements, respectively).

13. On 3 November 2015, the Board of Directors (BoD) taking into account the CA results and the enactment of Law 4340/2015 reforming the recapitalization framework of credit institutions, resolved to call an Extraordinary General Meeting (EGM) on 16 November 2015 in order to: (a) approve a reverse share split of existing Eurobank ordinary shares on a 100 to 1 basis, (b) approve a non pre-emptive share capital increase to raise up to € 2,122m through the issuance of new Eurobank ordinary shares ("New Shares") and (c) authorize the BoD to approve the issuance of principal amount of up to € 1,338m contingent convertible securities (CoCos) to the Hellenic Financial Stability Fund. The New Shares are proposed to be offered to institutional and other eligible investors by means of a private placement through a book-building process (notes 22 and 24 of the Bank's and the Group's financial statements, respectively).

14. In combination with the aforementioned share capital increase, a Liability Management Exercise (LME) was launched by Eurobank on 29 October 2015 referring to the tender offer on € 877 million (face value) of outstanding eligible senior unsecured, Tier I and Tier II securities (notes 29 and 31 of the Bank's and the Group's financial statements, respectively).

15. The emphasis of matter stated in Auditor's report on consolidated financial information, refers to the current economic conditions in Greece, the effects of the increased credit risk provisions on the Group's regulatory capital, the planned actions to restore the capital adequacy of the Group, as well as to the material uncertainties regarding the macroeconomic environment, the development of fiscal aggregates and the framework and process with respect to the recapitalization of the Greek banks (notes 2 and 6 of the Bank's and the Group's financial statements).

Athens, 10 November 2015

Nikolaos V. Karamouzis I.D. No AB - 336562 CHAIRMAN OF THE BOARD OF DIRECTORS

Fokion C. Karavias I.D. No ΑI - 677962 CHIEF EXECUTIVE OFFICER

Harris V. Kokologiannis I.D. No ΑK - 021124 GENERAL MANAGER OF GROUP FINANCE GROUP CHIEF FINANCIAL OFFICER

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