MLP SE — Audit Report / Information 2013

Jul 17, 2014

Germany's leading independent financial consulting company

Dr. Uwe Schroeder-Wildberg, CEO

Ÿ	MLP at a glance	3
Ÿ	Business model	6
Ÿ	Key Financials	15
Ÿ	Outlook	21
Ÿ	MLP Share	28

MLP – An Overview

Company profile

Business model		Germany's leading financial consulting company with more than 835,000 private and 5,000 corporate clients and around 2,000 consultants. Independent from Insurance companies, banks and investment firms. Clearly focused target group of academics, HNWI, corporate clients as well as institutional investors
	Old-age provision	Brokered premium sum for new business of € pension provision accounted for around 12 % of this figure, supported by the			3.6 billion in 2013. Occupational		Share of revenue '13
		expertise of our subsidiary TPC GmbH					48%
	Health insurance	occupational health insurance, statutory health insurance			Private health insurance, supplementary private health insurance, long-term care,		10%
	Wealth Management	€ with subsidiary Feri AG, MLP serves private clients – at Feri – as well as institutional investors			24.5 billion in assets under management as of December 31, 2013. Together affluent clients at MLP, HNWI		30%
	Top Financials	FY 2013: Total revenue: EBIT: Net profit: Dividend per share:	€ 501.1 million € 32.8 million € 25.5 million € 0,16		Equity Ratio: Core Capital Ratio: Return on Equity:	6.6%	24.4% 16.3%
Share		Shares outstanding: Free Float: Average daily trading volume:		107,877,738 47.61 % 48,200	(Definition Deutsche Börse) (Xetra, 12 month average as of June 30th, 2014)

Milestones in the corporate history

The MLP Group

1988 Stock market flotation		2004 Formation of the "company pensions" business division			2007 Registration as independent broker; Full banking licence for MLP FDL AG			2011 MLP acquires the remaining shares in Feri as scheduled		2013 MLP CU gained FIBAA certification
	1999	Foundation of the MLP Corporate University (CU)		2006	Shareholding in Feri Finance AG		2009	Expansion of market share among dentists – ZSH acquisition	2012 MLP is provider of	accredited as a training for the	2014 MLP expands real estate
1971 Foundation MLP und Partner)		(Marschollek, Lautenschläger	2005	Sales of insurance subsidiaries	Increased independence –	2008 acquisition		Increase in company pension activities –TPC	Certified Financial Planner	qualification of	offering

Ÿ	MLP at a glance	3
Ÿ	Business model	6
Ÿ	Key Financials	15
Ÿ	Outlook	21
Ÿ	MLP AG Share	28

MLP – a broad-based consulting house

The MLP Group

Nationwide consulting for private and corporate clients

The MLP Group

International representations

• Feri:
• Vienna
• Milan
• Sankt Gallen
• Luxembourg

International offerings across networks

• à 170 Branch offices throughout Germany
• à 1,979 Consultants

Unique positioning in the market

Private client consulting

	Insurance consulting
	Independent Broker
• Works on behalf of the client • Is awarded a consultancy mandate, similar to a lawyer • Extensive risk and requirement analysis • Sufficient number of products available on the market		• Full banking license
Multi-Agents	Tied Agents	• Serving affluent clients at MLP served by Feri • Product-independent market assessments
• Acting on behalf of one or several product providers • Risk and requirement analysis based on situation • Limited product selection	• Working on behalf of the respective product provider • Risk and requirement analysis based on situation • Limited product selection	consulting • MLP clients benefit from Feri's expertise direct mandates

Researched based independent consulting

• Serving affluent clients at MLP
• HNWI with private estates > 5 million Euros are
• Innovative multi-asset/multi-manager approach
• Product-independent market assessments
• Broad-based research as basis for investment
• MLP clients benefit from Feri's expertise
• Close cooperation between Feri and MLP in

MLP – Unique business model

Private client consulting

Unique positioning in the market

Independent consulting and concepts for corporate clients Registered as a broker Nationwide consulting services Consulting covering all aspects of company pension schemes and remuneration Efficient establishment of innovative concepts and solutions Combination of company and private solutions Comprehensive risk management for companies Straightforward Company Pensions at MLP More complex Company Pensions at TPC / Feri TPC is member of the International Benefits Network Corporate clients Institutional clients Investment Management Feri Trust GmbH • Strategic asset allocation • Investment Management • Risk Overlay Consulting / Family Office Feri Institutional & Family Office GmbH • Financial consulting • Asset structuring and -controlling • Asset Protection Fund Administration Feri Trust (Luxembourg) S.A. • Ideal set up for all strategies • Structuring and floatation of funds • Complements MLP Group's range of services Alternative Investments FEREAL AG • Alternative investments • License applied according capital investment legislation

requirements (KAGB)

Market Environment

Old-age provision

Source: Report Federal Ministry of Labour and Welfare 2012

+

• • Increasing need for private provision statutory pension level decreases
• • Wide scope of state subsidies/allowances and tax breaks for citizens in Germany

Source: GDV 2014

– Uncertainty among consumers leads to hesitancy regarding long-term investments

-

• Low interest rates and negative reports about life insurance contracts have led to greater hesitancy
• Short-term oriented investment preferences for savings – real estate preference for provision

Market Environment

Healthcare

Source: Continentale Krankenversicherung AG

+

• • Due to demographic development private provision in general is becoming more and more important
• • Greater focus in long-term care due to decreasing level of statutory coverage and introduction of new state-subsidised product in January 2013

Source: PKV-Verband (German Association of Private Health Insurers)

– Political discussion regarding private health insurance causes uncertainty and hesitance among consumers in 2013

-

– German consumers not yet familiar with long-term care provision

Market Environment

Wealth Management

+

• • High investment requirements from institutional investors
• • Institutional business shows steady growth

– Risk aversion throughout the market

– Inflows from private clients particularly into money market-related products such as money market funds and fixed income funds

-

– Preference for short term investments

Ÿ	MLP at a glance	3
Ÿ	Business model	6
Ÿ	Key Financials	15
Ÿ	Outlook	21
Ÿ	MLP AG Share	28

Total revenue: € 501.1 million in 2013

Total revenue in FY 2013

in € million

For the first time simultaneous, market-related decreases in two core business fields

Revenue in FY 2013

in € million

	2012	2013	in %
Old-age provision	287.3	219.9	-23.5
Wealth management	117.9	138.1	17.1
Health insurance	63.9	47.8	-25.2
Non-life insurance	31.1	32.5	4.5
Loans and mortgages*	13.4	14.5	8.2
Other commissions and fees	4.6	4.9	6.5
Interest income	26.6	22.8	-14.3

* Excluding MLP Hyp

MLP benefits from broad-based revenue mix

EBIT: € 32.8 million in 2013

Income Statement*

in € million

	2012*	2013
Total revenue	568.0	501.1
EBIT	73.9	32.8
Finance cost	1.0	0.3
EBT	74.9	33.1
Taxes	-22.0	-7.6
Net profit	52.9	25.5
EPS in € (diluted)	0.49	0.24

• Cost management above target despite one-off future investments

*Previous year's values adjusted

Q1/2014: First pick-up in old-age provision and positive early indicators for future revenue

Total revenue in Q1

[in € million]

150

• Total revenue increases by 3 percent to € 119.8 million, EBIT rises by 10 percent to € 4.4 million
• Positive early indicators for future revenue development
• 20 percent increase in new clients (Q1 2014: 6,000, Q1 2013: 5,000)
• 15 percent more new business in old-age provision (Q1 2014: € 630 million, Q1 2013: € 550 million)
• Positive start with the expanded real-estate product offering
• Still tough market conditions positive developments need to become more established

Ÿ	MLP Share	28
Ÿ	Outlook	21
Ÿ	Key Financials	15
Ÿ	Business model	6
Ÿ	MLP at a glance	3

Diverse regulatory activities – MLP is well prepared

Basel III / Capital Requirements Directive IV	• EU directive and regulations in force since July 2013. New regulations concerning appropriate capitalisation apply from January 2014. • Continuous strengthening of MLP's capital base in order to ensure maintenance of the currently comfortable equity capital situation.
Act on Promoting and Regulating fee-based Advice on Financial Instruments ("Honoraranlageberatungsgesetzt")	• The German government has decided to introduce an occupational profile for fee-based consultants in wealth management (introduction in August 2014) and is currently drawing up legislation prior to the implementation of the EU directive MiFiD II. • MLP clients are fully credited with kickbacks that MLP receives from investment companies for the brokerage of investment assets (flat fee) – MLP thus already fulfils the main requirement for registration as a fee-based advisor. Due to the remoteness from the market with respect to the treatment of existing contracts we actually do not consider a registration.
MiFiD II	• Decided upon at EU level in trialogue. The directive requires that "independent advisory services" in the wealth management area a) have access to a sufficient number of products available in the market AND b) do not take in any commissions from Third Parties. à Expected transposition into national law: 2016 – already largely covered by the Act on Promoting and Regulating fee-based Advice on Financial Instruments in Germany.
IMD II	• IMD II constitutes a revision of an EU level directive for the insurance area which pursues analogous aims to MiFiD II. • No agreement has yet been reached with respect to the actual composition of this directive. Final decisions are expected to be taken in the next months. à Expected transposition into national law: 2017.

Life Insurance Reform Act (LVRG) – Overview

Overview of the planned changes

• Modification of insuree participation in valuation reserves • For restricted insuree participation in valuation reserves: limitation of dividend payments by insurers to their shareholders • Increase of minimum participation in risk surplus from 75% to 90% • Reduction of the guaranteed interest rate from 1.75% to 1.25% starting from 2015 • Disclosure of effective administration costs for life insurance contacts according to the yield reduction method • Reduction of the maximum zillmerisation rate from 4% to 2.5%

Process

• June,13: Bundesrat (Federal Council) • June,24: 1st reading in the Bundestag (German parliament) • June,30: Hearing • July,2: Last committee session (final amendments) • July,3 and 4: 2nd and 3rd reading in the Bundestag • July,11: passed by the Bundesrat • End of July: Publication in the Bundesgesetzblatt ( Federal Law Gazette)

Growth initiatives for the future

Significant increase in earnings expected in all scenarios

Outlook

	Environment	Assumptions	EBIT
Upper Scenario	Significant improvement in the market environment	• Hesitancy towards capital market-related provision products largely disappears • Health insurance develops very positively throughout the market • New areas of potential through real estate brokerage • Disappearance of the negative unisex effect from 2013	~ € 75 m
Base Scenario	Initial improvement in the framework conditions	• Opportunities for products with minor capital market component (long-term care pension, occupational disability, occupational provision) • Slight improvement for capital market-related provision products – especially through new guarantee concepts • Reduction of uncertainties in health insurance • New areas of potential through real estate brokerage • Disappearance of the negative unisex effect from 2013	~ € 65 m
Lower Scenario	Continued hesitancy on the part of clients	• Critical public debate, such as a reduction of the guaranteed interest rate for life insurance and pension insurance policies, leads to similar hesitancy as witnessed in 2013 • Reduction of uncertainties in health insurance • New areas of potential through real estate brokerage • Disappearance of the negative unisex effect from 2013	~ € 50 m

Administration costs 2014: € 255 million

Outlook

2014: includes € 6 million of temporary expenses for investments in the future ~253 € million in comparison to the previous year *adjusted for one-off exceptional costs ~255

Administration costs Revenue base scenario

	2014	2015
Revenue Old-age Provision	+	0
Revenue Health Insurance	+	+
Revenue Wealth Management	+	+

positive: +, neutral: 0, negative: -

• MLP continues to benefit from the new breadth of the business model
• Framework conditions remain challenging particularly in health insurance and old-age provision
• Q1: Positive signs in Q1 – but these still need to become more established
• As is usual in the MLP business model, it is particularly the second halfyear that plays a crucial role in the full-year results
• Outlook for 2014 reiterated

Ÿ	MLP AG Share	28
Ÿ	Outlook	21
Ÿ	Key Financials	15
Ÿ	Business model	6
Ÿ	MLP at a glance	3

MLP AG Share

Share details

Share details	Shares outstanding: Free Float: Average daily trading volume: WKN: ISIN: Exchanges:	107,877,738 47.61 % (Definition Deutsche Börse) 48,200 656 990 DE0006569908 XETRA, Frankfurt, other regional exchanges	(Xetra, 12 month average as of June 30th, 2014)
Shareholder Structure	Dr. h. c. Manfred Lautenschläger HDI / Talanx Barmenia Allianz SE Angelika Lautenschläger Freefloat (Def. Deutsche Börse) Harris Associates FMR LLC Fidelity Management Research Franklin Templeton	23.53% 9.89% 6.67% 6.27% 6.03% Freefloat 47.61% 9.82% 7.10% 5.00% 3.06%	Dr. h. c. Manfred Lautenschläger0 Angelika Lautenschläger Barmenia Allianz SE HDI / Talanx
Research Coverage	JP Morgan Cazanove HSBC Equinet/ESN Bankhaus Lampe Main First Independent Research	Overweight Underweight Accumulate Sell Underperform Hold	PT 7.10 PT 4.00 PT 6.30 PT 4.70 PT 4.60 PT 6.00

Contact

MLP Investor Relations Alte Heerstr. 40, 69168 Wiesloch Germany

• Jan Berg, Head of Corporate Communications Tel.: +49 (0) 6222 308 4595
• Andreas Herzog, Team Head Investor Relations and Financial Communications Tel.: +49 (0) 6222 308 2272

investorrelations@mlp.de www.mlp-ag.com