The Italian NPEs market - From darkness to daylight Minds made for shaping financial services - EY

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The Italian NPEs market - From darkness to daylight Minds made for shaping financial services - EY
The Italian NPEs
market
From darkness to daylight

Minds made for shaping financial services
The Italian NPEs market - From darkness to daylight Minds made for shaping financial services - EY
Contents

Foreword
1. Recent asset quality trends…………… 3
   • Key metrics

2. Regulatory framework: pressures
   and opportunities………………………….. 10
   • NPEs regulatory framework

   • IFRS 9 first time adoption

3. Update on the Italian real estate
   market……………………………………………. 18
4. NPEs transactions…………………………. 25
   • Portfolio sales
   • GACS scheme
   • Outlook and pipeline

5. Evolution of the servicing market…. 34
   • Competitive scenario
   • M&A trends

6. Appendices…………………………….………. 41
   • Alternative options for effective
     management of unlikely-to-pay loans
   • Focus on non-performing leasing assets

                                              1
The Italian NPEs market - From darkness to daylight Minds made for shaping financial services - EY
The Italian NPEs market: from darkness to daylight

Foreword
2018 has been a record year for the Italian non-                                         Having progressed this far, we now see new challenges
performing exposures (NPEs)1 transaction market,                                         and opportunities for the Italian financial system,
with announced portfolio disposals reaching almost                                       among others:
€80b in terms of gross book value (GBV), an increase
                                                                                         •       New asset classes, such as UTP loans and early
in excess of c.40% compared to 2017 figures.
                                                                                                 stage NPEs, which would require a proactive
After a slow start, the last months of 2018 were                                                 management approach, specialized skills and deal
particularly active, mainly thanks to: i) the jumbo deal                                         structures;
carried out by Banco BPM on a €7.8b bad loans
                                                                                         •       Portfolio niches, such as leasing and small and
portfolio together with its servicing platform; ii) multi-
                                                                                                 medium enterprises (SMEs) backed portfolios;
originator securitizations backed by mutual and
cooperative local banks; iii) the disposal of unlikely-to-                               •       Investments in innovation and IT platforms to
pay (UTP), leasing and other bad loans portfolios by                                             enhance operational capabilities and implement
Monte dei Paschi di Siena (MPS) for an aggregate                                                 more efficient recovery techniques, a crucial step to
amount of €3.5b; iv) the disposal to Cerberus of an                                              keep the servicing business profitable going
unsecured bad loans portfolio with a GBV of c.€2.2b                                              forward;
belonging to Società Gestione Crediti Delta (Sgcd).                                      •       Increasing secondary market activity, with investors
Over the last years, Italy made a considerable effort in                                         starting to dispose part of recently acquired
reducing its NPEs from the peak level of €341b                                                   portfolios focusing on the asset classes they can
reported in December 2015 to €209b as at                                                         better manage.
September 2018 (c.-39%), but it still represents the                                     While most of the volumes seem at this point to have
Country with the highest amount of distressed loans in                                   been dealt with, the pipeline is still significant with over
Europe.                                                                                  €20b deals already ongoing and several others to hit
While lower bad loan inflows have played a relevant                                      the market over the next few months.
role in the Italian banks' deleveraging path, portfolio                                  In addition, focus will now be moving on new asset
disposals have been the real driver. In particular, the                                  classes, portfolio niches and developing credit
Garanzia cartolarizzazione sofferenze (GACS) scheme                                      management capabilities… 2019 is going to be another
on senior notes introduced in early 2016 by the Italian                                  busy year!
Legislator has sensibly contributed to the resurgence
of the Italian securitization market, with an aggregate
GBV in excess of €50b sold so far.
The clean-up of billions of NPEs from banks' balance                                         How can EY help?
sheets has generated significant opportunities for the                                       The Italian NPE market is a core market for us
servicing industry and the focus will now be moving on                                       Deleveraging is at the centre of several financial
extracting value from managed portfolios.                                                    institutions’ agendas. Transactions emerging from
Also, the effort made by competent authorities in                                            this process are often complex and require both
order to ensure adequate NPEs provisioning levels and                                        breadth and depth of financial expertise to deliver
lower incidence ratios on banks' loan books has                                              value for vendors and purchasers.
progressed. On the one hand, the European Central                                            EY teams can provide services to investors and
Bank (ECB) and the European Banking Authority (EBA)                                          financial institutions, including:
published their guidelines to banks on the                                                   •     Portfolio analysis and segmentation
management of such exposures. On the other hand,
the European Commission (EC), the Council of the EU                                          •     Data analytics
and the European Parliament recently reached a                                               •     Business modeling and valuation
provisional agreement on the prudential backstop, a                                          •     Process management
set of measures that will require banks to comply with                                       •     Tax, structuring and legal support
minimum loss coverage factors on new NPEs, a matter                                          •     NPE & Corporate Restructuring expertise
on which the ECB had also expressed its opinion
                                                                                             •     Real estate services
earlier in 2018.
                                                                                             •     Borrowers' analysis
The proposed sterilization of the effects deriving from
                                                                                             •     Industry expertise & industrial approach
massive NPEs disposals from the calculation of the
loss given default (LGD) under the internal ratings-
based (IRB) framework has also created an additional
incentive for banks to undertake ambitious
deleveraging plans.

1 The terms non-performing exposures (NPEs) and non-performing loans (NPLs) are, in practice, used interchangeably. Please refer to: European Parliament, Non-performing
loans in the Banking Union – Stocktaking and challenges, October 2018.

                                                                                                                                                                           2
The Italian NPEs market - From darkness to daylight Minds made for shaping financial services - EY
1
Recent asset
quality trends
The Italian NPEs market - From darkness to daylight Minds made for shaping financial services - EY
The Italian NPEs market: from darkness to daylight

Key metrics

The overall stock of Italian banks' gross NPEs has                                           recording a CAGR of approximately -16% from
sharply increased from €133b at the end of 2009 to a                                         December 2015 to September 2018 when the same
peak of €341b as at December 2015 (CAGR of 17%),                                             figure reached €209b. This trend is expected to
with gross bad loans (the Italian sofferenze) accounting                                     persist in light of heavy NPEs disposals, lower
for the greatest portion (see Figure 1.1). However, this                                     impaired loan inflows and a mild economic recovery in
upward trend has strongly reverted over the last years,                                      the country.

Figure 1.1: Gross NPEs evolution (€b)1

                                                                                                                341
                                                                                               326                           324
                                                                              282
                                                                                                                                    264
                                                             237                                                141
                                                                                               143                           125
                                                                                                                                              209
                                           195
                                                                              127                                                    99
                          158
         133                                                 112
                                                                                                                                               89
                                            87
                           79
          73                                                                                   183              200          200
                                                                              155                                                   165
                                           108               125                                                                              120
          60               79

     2009                2010             2011             2012              2013             2014             2015          2016   2017     3Q18

                                                            Bad loans                Other NPEs                 Total NPEs

The coverage ratio (measured as the ratio of loan loss                                       levels and to a higher attention paid by banks to this
provisions to the total stock of loans) of NPEs increased                                    ratio, which has started to be conceived as a source
sharply over the first six months of the year, from 50% in                                   of competitive advantage among peers. The trend
December 2017 to 54% in June 2018. Both values are                                           was further confirmed during the first semester of
higher than the reported European averages (45% in                                           2018, mainly thanks to the opportunities deriving
December 2017 vs. 46% in June 2018).2 With regard to                                         from the implementation of IFRS 9 first time adoption
bad loans only, the coverage ratio reported an even                                          (FTA) rules. This is crucial to ensure the enhancement
steeper increase (see Figure 1.2). The result is                                             of asset quality and sustain growth in loan origination,
attributable both to the pressure imposed by European                                        a necessary condition for the recovery of the
supervising authorities to increase minimum provisioning                                     Eurozone economy.

Figure 1.2: Net bad loans and coverage ratio evolution3

                                                                                                                                              67%
                                                                                                                                    62%
                                                                                                                56%          57%
         54%              53%              52%                                                 54%
                                                            48%               49%

                                                                                                84               89           87
                                                                               80
                                                              65                                                                     64
                                            52
                           37                                                                                                                  40
          27

     2009                2010             2011             2012              2013             2014             2015          2016   2017     3Q18

                                                             Net bad loans                   Bad loans coverage ratio

1 BOI,   Banks and Financial Institutions: Credit Conditions and Risk by Sector and Geographical Area – December 2018.
2 EBA,   Risk dashboard – 3Q18.
3 BOI,   Banks and Money: National Data – September 2018.

                                                                                                                                                        4
The Italian NPEs market - From darkness to daylight Minds made for shaping financial services - EY
The Italian NPEs market: from darkness to daylight

The ratio of total distressed assets to loans to clients                                         first six months of 2018, reaching 10.2% (gross of
(defined as the NPEs ratio) of the entire Italian                                                provision) and 5.0% (net of provision) vs. 11.5% and
financial system also reported a sharp decline over the                                          6.1% in 2017 (see Figure 1.3 and Figure 1.4).

Figure 1.3: Gross NPEs ratio to total loans (%)1                                                 Figure 1.4: Net NPEs ratio to total loans (%)1

                    11.5
                                                                    10.2

                         4.7
                                                                    4.4
                                                                                                                   6.1
                                                                                                                                                                    5.0
                                                                                                                   3.3
                         6.8                                                                                                                                        2.9
                                                                    5.8

                                                                                                                   2.8
                                                                                                                                                                    2.0

                    2017                                            1H18                                         2017                                             1H18

                   Gross bad loans                    Other gross NPE                                                  Net bad loans                Other net NPE

In terms of inflows, the ratio of new NPEs to the total                                          This scenario is confirmed by the research carried out
stock of performing loans has steadily decreased over                                            by ABI-Cerved,2 which highlights that both corporates
recent years, in line with the improved economic                                                 and SMEs are experiencing a positive economic trend.
environment and GDP recovery. The latest data from                                               However, differences persist among sectors and
December 2017 reported 2.1% (see Figure 1.5), which                                              geographies. RE shows greater default rates than other
is in line with average percentages observed before the                                          industries, although a survey carried out by BOI3
pre-crisis period (i.e., 2006 and 2007). Over the same                                           highlighted that the number of house sales increased by
period, debt repayment capacities improved among                                                 4.1% in 4Q17 and, even if prices are sticky, the short-
firms and households, with new NPEs rates standing at                                            term view remains positive. In terms of geographic
3.4% and 1.2% respectively. As illustrated in Figure 1.6,                                        location, new bad loan rates of southern Italian firms
the pace of improvement has been faster for firms than                                           are higher than those of firms located in the north and
for households.                                                                                  center of the country.

Figure 1.5: Indicators of credit quality (QoQ%)4                                                 Figure 1.6: New NPEs rates (QoQ%)5

7.0                                                                                              12.0

6.0
                                                                                                 10.0
5.0
                                                                                                  8.0
4.0
                                                                                                  6.0
3.0
                                                                                                  4.0
2.0

1.0                                                                                               2.0

0.0                                                                                               0.0
           2006

                  2007

                          2008

                                 2009

                                        2010

                                               2011

                                                      2012

                                                             2013

                                                                     2014

                                                                            2015

                                                                                   2016

                                                                                          2017

                                                                                                                                                                                       3Q18
                                                                                                         2006
                                                                                                                2007
                                                                                                                        2008
                                                                                                                               2009
                                                                                                                                      2010
                                                                                                                                             2011
                                                                                                                                                    2012
                                                                                                                                                           2013
                                                                                                                                                                  2014
                                                                                                                                                                         2015
                                                                                                                                                                                2016
                                                                                                                                                                                       2017

                  New NPE rate                          New bad loan rate                                       Households                          Firms                   Total

1 BOI, Financial Stability Report No. 2 – 2018, November 2018. (Total loans used for the NPEs ratios include loans to customers, credit intermediaries and central banks. The
aggregate is in line with that used by the ECB and differs from the one used in previous editions of the Financial Stability Report).
2 ABI-Cerved, Outlook Abi-Cerved sulle sofferenze delle imprese – December 2018

3 BOI, Economic Bulletin – April 2018.

4 BOI, Financial Stability Report, No. 1 – 2018, April 2018.

5 BOI, Financial Stability Report, No. 2 – 2018, November 2018.

                                                                                                                                                                                              5
The Italian NPEs market - From darkness to daylight Minds made for shaping financial services - EY
The Italian NPEs market: from darkness to daylight

With regard to borrowers' concentration, the largest                                        institutions (c.4%) (see Figure 1.7). Specifically, as at
share (c.77%) of gross NPEs is toward SMEs and                                              June 2018, approximately 51% of the total stock of
corporates, while the remainder is split among                                              Italian gross NPEs was backed by real security (see
consumers (c.19%), public administration and financial                                      Figure 1.8).

Figure 1.7: Breakdown of gross NPEs by                                                      Figure 1.8: Gross NPEs collateralization1
counterparty1

                                   4%

                      19%

                                                                                                               49%                                      51%

                                                 77%

          Firms          Consumer Households                     Other                                                Secured              Unsecured

Data as at September 2018 shows that bad loans are                                     Figure 1.9: Bad loans distribution by Italian region2
still mainly concentrated in the north of Italy, with
52% of the total amount. Central regions account for
24%, while the rest is distributed across the south
(16%) and the islands (8%) (see Figure 1.9).                                                                             2%
                                                                                                                                      1%
A deeper look at regional level indicates how more                                    6%                      22%
                                                                                                                            8%
than half of the total bad loan stock is concentrated
across four regions that are key from an industrial
                                                                                                                                      Total bad loans:
                                                                                                                      10%
standpoint (i.e., Lombardy, Lazio, Emilia Romagna                                                        2%
and Veneto). Lombardy registers the highest stake of
                                                                                                                                                €120b
bad loans exposure at approximately 22%.                                                                                8%             3%
                                                                                                                                 2%
                                                                                                                                                    3%
                                                                                                                                  11%

                                                                                                                                                   7%

                  Lombardy                   Lazio          €62b                                              2%                                                     5%
                                                                                                                                                               2%
                  €26.7b
                                            €12.8b

              Emilia Romagna                 Veneto
                                                                                                                                              6%

                    €12.1b                   €10.1b

1 BOI, Financial Stability Report, No. 2 – November 2018. The data are from non-consolidated balance sheets that do not include loans granted by financial corporations
  belonging to a banking group or by foreign subsidiaries of Italian groups. The amounts correspond to the gross exposure that is collateralized or backed by personal
  guarantees.
2 BOI, Banks and Financial Institutions: Credit Conditions and Risk by Sector and Geographical Area – December 2018.

                                                                                                                                                                          6
The Italian NPEs market - From darkness to daylight Minds made for shaping financial services - EY
The Italian NPEs market: from darkness to daylight

 The same trend can be observed for UTP                                                        Figure 1.10: UTP distribution by Italian region1
 exposures. Namely, as at September 2018, 55% of
 the total UTP loans are concentrated in the north of
 Italy, followed by central regions (27%), the south
 (12%) and the islands (6%) (see Figure 1.10)
                                                                                                                           2%
 A total of 58% of the UTP stock is concentrated in                                                                                       1%
 the four main regions (Lombardy, Lazio, Emilia-                                         4%                     26%
 Romagna and Veneto).                                                                                                           8%
 As a single region, Lombardy registers the highest                                                                                             Total UTP:
 stake of UTP exposures (26%).                                                                                           10%
                                                                                                           4%
                                                                                                                                                     €83b
                                                                                                                           8%              3%
                                                                                                                                     2%
                                                                                                                                                       2%
                     Lombardy                    Lazio          €48b                                                                 14%

                                                                                                                                                      6%
                     €21.2b
                                              €11.9b

                                                                                                                2%                                                 4%
                  Emilia Romagna                 Veneto                                                                                                      1%

                          €7.9b                  €7.0b

                                                                                                                                                 4%

 Bad loan outflows among the main Italian banks show a                                         With regard to bad loan inflows, in 2017 the level
 significant increase (€29b from 2015 to 2016 vs.                                              remained substantially stable compared with 2016
 €52b from 2016 to 2017), mainly driven by the high                                            (€29b vs. €30b). Looking specifically at different
 amount of write-offs carried out over the course of                                           categories, inflows from the non-performing category
 2017 compared with 2016 (20% vs. 9% of the initial                                            decreased from 13% to 9% compared to the initial
 panel stock).                                                                                 year stock.

Figure 1.11: Bad loans – inflows and outflows (€b)2

           200                                                                   200

                    (1)     (7)                                            5             (1)     (7)                                                   165
                                                                  22                                     (1)    (32)
                                    (1)   (15)
                                                   (5)                                                                                          12
                                                            3
                                                                                                                                          15
                                                                                                                         (11)
                                                                                                                                 2                                120

                            Panel outflows:                 Panel inflows:                       Panel outflows:                 Panel inflows:
            163                 €29b                           €30b        164                       €52b                           €29b               141        92

                                                          Panel banks bad loans                Other banks bad loans

1 BOI,   Banks and Financial Institutions: Credit Conditions and Risk by Sector and Geographical Area – December 2018.
2 The
    analysis is based on a sample of Italian banks representing approximately 80% of total Italian banking system gross UTP and gross bad loans exposures as at 30 September
 2018.

                                                                                                                                                                          7
The Italian NPEs market: from darkness to daylight

            Figure 1.12: UTP loans – inflows and outflows (€b)1
                            127
                                     (6)                                                       117
                                           (13)
                                                                                          9             (6)                                                          94
                                                   (21)                                                         (12)
                                                                                  8                                                                           13
                                                                          17                                           (14)                                                          83
                                                                                                                                                       5
                                                           (2)    (3)                                                                         13
                                                                                                                                (4)
                                                                                                                                       (6)

                            102                                                                 91                                                                   80              67

                                           Panel outflows:                Panel inflows:                        Panel outflows:                Panel inflows:
                                               €45b                          €34b                                   €42b                          €31b

                                                                         Panel banks UTP                   Other banks UTP

                 With respect to UTP, in 2017, total panel inflows                                            UTP outflows slightly decreased in absolute terms
                 decreased compared with 2016 (€31b vs. €34b), with                                           (€42b vs. €45b), but increased compared with the
                 lower inflows from performing and non-performing                                             initial stock exposure (-44% vs. -46%).
                 categories counterbalanced by higher other inflows.

           Figure 1.13: Texas ratio and Common Equity Tier 1 (CET1) capital ratio peer analysis – 3Q182

                  18%

                                                                                                       Credito Valtellinese

                  16%
                                                                                                                                                 BPER
                                                                 Intesa Sanpaolo
CET1 ratio (%)

                  14%                                                                                                  Banco BPM
                               Credem

                               Unicredit
                                                                                                                                                                MPS
                                                                                                                              UBI

                  12%
                                                                                                                                                                      Banca Carige
                                                                        Cariparma

                                                                                                                       BP Sondrio
                                                                                                                                                       BNL

                  10%
                     40%                                         60%                                  80%                                       100%                                    120%
                                                                                                 Texas ratio (%)

            1 The    analysis is based on a sample of Italian banks representing approximately 80% of total Italian banking system gross UTP and gross bad loans exposures as at 30 September
                  2018.
                 2 Group   Consolidated Financial Reports as at 3Q18 (Cariparma as at 1H18 and BNL as at 31 December 17).

                                                                                                                                                                                           8
The Italian NPEs market: from darkness to daylight

Figure 1.13 illustrates the positioning of the main                                              troubled banks (i.e., MPS, Veneto Banca and Banca
Italian banking groups in terms of the Texas ratio and                                           Popolare di Vicenza), but also to higher provisioning.
the CET1 ratio (phased in figures), the average of                                               With regard to the same banks, average coverage
which is approximately 83% and 13% respectively. This                                            ratios reached c.53% for NPEs, c.67% for bad loans
data illustrate a general improvement compared with                                              and c.36% for UTP loans (see Figure 1.14, Figure
previous years, mainly thanks to the restructuring of                                            1.15 and Figure 1.16).

Figure 1.14: NPEs coverage ratio – 3Q181
Average: 52.9%

                    61%          58%          57%         56%          54%          54%          52%          52%       52%   51%     50%
                                                                                                                                               39%

Figure 1.15: Bad loan coverage ratio – 3Q181
Average: 66.8%

                    74%          73%          71%          71%          69%          69%          68%             67%   65%   64%
                                                                                                                                       60%
                                                                                                                                                51%

Figure 1.16: UTP coverage ratio – 3Q181

                    46%          45%
Average: 35.9%

                                              42%
                                                           39%          39%
                                                                                    36%          36%          34%       33%   33%
                                                                                                                                      25%      23%

1 Group          Consolidated Financial Reports as at 3Q18 (Cariparma as at 1H18 and BNL as at 31 December 17).

                                                                                                                                                          9
2
 Regulatory
 framework:
pressures and
opportunities
The Italian NPEs market: from darkness to daylight

NPEs regulatory framework
    In recent years, European supervisory authorities have                                  NPEs provisioning expectations involved the following:
    made a substantial effort to address the risks related
                                                                                            •    On 15 March 2018, the ECB released the Addendum
    to NPEs across Member States. The attention has
                                                                                                 to the ECB Guidance to banks on non-performing
    focused mainly on: (i) providing banks with a
                                                                                                 loans: supervisory expectations for prudential
    standardized guidance on NPEs management
                                                                                                 provisioning of non-performing exposures (ECB
    strategies and (ii) ensuring common minimum coverage
                                                                                                 Addendum).
    levels across the Banking Union (i.e., a prudential
    backstop) (see Figure 2.1). With regard to the latter                                   •    On 14 March 2018, the EC presented a package of
    aspect, the process has involved multiple entities and                                       measures to tackle high NPEs in Europe. The
    is now approaching its final stage as the EC, the                                            package included the following:
    Council of the EU and the EU Parliament have recently                                        a) A proposal to amend Regulation (EU) No
    reached a provisional political agreement, as described                                         575/2013 (Capital Requirement Regulation),
    later (see Figure 2.4).                                                                         introducing common minimum coverage
    Key steps regarding NPEs management have been:                                                  requirements (EC Proposal)1;
    •   On 20 March 2017, the ECB published Guidance to                                          b) A proposal for a directive2 on credit servicers,
        banks on non-performing loans (ECB Guidance),                                               credit purchasers and the recovery of collateral;
        identifying supervisory qualitative expectations                                         c) A blueprint3 focused on the setup of asset
        regarding strategies, governance, recognition,                                              management companies (AMCs), in accordance
        impairment and collateral valuation when dealing                                            with EU state aid rules.
        with NPEs for all EU Significant banks.
                                                                                            With regard to point a), the EC Proposal has received
    •   On 11 July 2017, The Council of the EU agreed an                                    the following amendments so far, as part of the
        Action plan to tackle non-performing loans in                                       regulatory dialogue:
        Europe, calling upon competent authorities to take
        appropriate measures to address NPEs in Europe.                                     •    On 31 October 2018, the Council of the EU provided
                                                                                                 for softer calendar provisioning factors and
    •   On 30 January 2018, with regard to Less                                                  introduced a separate treatment for loans secured
        Significant banks in Italy, the Bank of Italy (BOI)                                      by movable or immovable collaterals (Council of the
        released Linee Guida per le banche Less Significant                                      EU Proposal).
        italiane in materia di gestione di crediti deteriorati
        (BOI Guidance), which also identified supervisory                                   •    On 6 December 2018, the EU Parliament's
        qualitative expectations when dealing with the                                           Committee on Economic and Monetary Affairs
        management of NPEs at a national level.                                                  (ECON) provided for even less strict calendar
                                                                                                 provisioning factors (ECON Proposal).
    •   On 31 October 2018, the European Banking
        Authority (EBA) published Guidelines on                                             •    On 18 December 2018, the EC, the Council of the EU
        management of non-performing and forborne                                                and the EU parliament reached a provisional political
        exposures (EBA Guidance), a qualitative document                                         agreement on capital requirements for banks’ NPEs
        similar to the guidance released by the ECB in                                           (Trilogue Agreement). The agreement will now be
        January 2017. This guidance applies only to banks                                        submitted for final endorsement by EU ambassadors
        with NPEs ratios above 5%.                                                               (Coreper). The Parliament and the Council of the EU
                                                                                                 will then be called on to adopt the proposed
                                                                                                 regulation at first reading.

Figure 2.1: NPEs regulatory framework - Timeline

                                                                     EC package of measures to                                                Trilogue Agreement
         ECB Guidance                    BOI Guidance                                                           EBA Guidance
                                                                       tackle high NPEs ratios                                              (EC, Council of the EU,
            (ECB)                            (BOI)                                                                 (EBA)
                                                                                 (EC)                                                           EU Parliament)

         Mar.                Jul.               Jan.                         Mar.                            Oct.                               Dec.
         2017               2017                2018                         2018                            2018                               2018

                  Action plan to tackle non-                  ECB Addendum                      Council of the EU Proposal                    ECON Proposal
                 performing loans in Europe
                     (Council of the EU)                           (ECB)                           (Council of the EU)                        (EU Parliament)

1   EC, Proposal for a regulation of the European Parliament and of the Council on amending Regulation EU No. 575/2013 as regards minimum loss coverage for NPEs – March 2018
2   EC, Proposal for a directive of the European Parliament and of the Council on credit servicers, credit purchasers and the recovery of collateral – 14 March 2018.
3 EC,   AMC blueprint – 14 March 2018.

                                                                                                                                                                       11
The Italian NPEs market: from darkness to daylight

ECB Addendum
The Addendum introduces quantitative expectations                 Furthermore, it addresses the issue of supervisory
regarding the timing and the minimum level of                     authority recognizing a difference between its
provisioning. This increases the pressure on banks and            expectations and the practice of a bank. This analysis
encourages them to adopt rapid measures to address                will be part of the Supervisory Review and Evaluation
their NPEs strategy.                                              Process (SREP) dialogue from 2021. If the reported
                                                                  coverage does not meet the supervisory authority's
Banks are required to provide full coverage after two
                                                                  expectation, banks will have to provide an explanation
years for unsecured exposures and after seven years
                                                                  for this discrepancy. Supervisory measures will be
for secured exposures.
                                                                  considered in the event that the explanation does not
Hence, the impact depends on NPEs inflow and only                 meet ECB expectations.
affects banks that have unsecured parts of NPEs
                                                                  Finally, the Addendum, in line with ECB Guidance on
portfolios uncovered after two years or secured parts
                                                                  NPEs, requires banks to review their collateral value
of NPEs uncovered after seven years.
                                                                  regularly.
A key feature is that the Addendum applies to those
exposures reclassified as non-performing from 1 April
2018 and, for this reason, does not impact the legacy
stock.

Figure 2.2: NPEs calendar provisioning expectations – ECB Addendum

                            100%                                                          100%

                                                                              85%

                                                                  70%

                                                    55%

                                        40%

                                                                                    Time from classification as NPEs (years)

0           1           2           3           4             5           6           7           8          9          10

                                              Unsecured                 Secured

Figure 2.2 illustrates the progressive coverage                   inefficacious and the exposure needs to be fully
expectation regarding secured and unsecured                       covered. The addendum emphasizes that it does not
exposures. With regard to the former, coverage                    replace any accounting or other regulatory
expectation starts at the beginning of year three. The            requirements; however, banks have to close the gap
supervisory authority considers a period of seven years           between supervisory expectations and accounting
since an exposure is classified as non-performing in              practices. The addendum needs to be considered as
order for the bank to realize the underlying collateral.          additional to the accounting provision to meet
At the end of this period, the collateral is intended to be       supervisory expectation.

                                                                                                                          12
The Italian NPEs market: from darkness to daylight

EC Proposal – Regulatory dialogue
In March 2018 the EC released a package of measures             consumer loans and would require a written agreement
to address high NPEs in Europe. In particular, the EC           between the bank and the borrower.
proposed to amend the Capital Requirement Regulation
                                                                Member states have to ensure that the creditor
(CRR), introducing a prudential backstop. The paper
                                                                organizes an asset valuation to determine the price. If
requires to set aside sufficient own resources when
                                                                parties do not agree on the appointment of an
new loans become non-performing and creates
                                                                appraiser to realize the collateral, the court is
appropriate incentives to address NPEs at an early
                                                                requested to make the appointment itself.
stage. If banks provide insufficient NPEs coverage
levels, deductions from their own funds would apply.            On 31 October 2018 EU ambassadors approved the
                                                                Council's position on capital requirements applying to
At its first draft, the proposal provided by the EC
                                                                banks with NPEs on their balance sheets, which
differed from the ECB Addendum in the following
                                                                partially amended the initial EC Proposal put forward in
areas:
                                                                March 2018.
•   It allowed for more time to reach full provisioning
                                                                In particular, the key differentiating factors are the
    and referred to new exposures originated after
                                                                following:
    March 2018.
                                                                •   According to the Council's position, the new rules
•   It was related to all banks from Member States.
                                                                    will apply only to loans granted after the date of
•   It provided for a different treatment between                   entry into force of the regulation, while the EC
    exposures past due more than 90 days and NPEs                   Proposal referred to NPEs deriving from loans
    deriving from other triggers (for instance, UTP                 originated after 14 March 2018.
    loans past due less than 90 days).
                                                                •   Loans past due for less than 90 days no longer
The proposal also included measures to foster the                   receive a special treatment compared to loans past
development of a secondary market and facilitate                    due more than 90 days.
collateral recovery. For instance, it proposed a new
                                                                •   With regard to secured loans, full coverage
directive on credit servicers, addressing the
                                                                    requirements would apply depending on the
development of a unique secondary market for NPEs
                                                                    collateral being identified as movable (after seven
through the harmonization of the conditions required
                                                                    years) or immovable (after nine years).
to operate in each member state.
                                                                •   With regard to unsecured loans, full coverage is
The proposal provided for common standards for
                                                                    required in three years instead of two.
authorization and supervision, requiring conduct rules
across the EU. The scheme would grant credit servicers          On 6 December 2018, the ECON amended the EC
the right to operate throughout the EU, if they have            Proposal. In particular, it maintained the same calendar
obtained the authorization in a home member state.              provisioning time horizon proposed by the Council of
Meanwhile, third-country purchasers would be required           the EU, but provided for less strict factors.
to use authorized EU credit servicers.                          On 18 December 2018, the EC, the Council of the EU
Finally, it aimed at facilitating collateral recovery by        and the EU Parliament finally reached an agreement on
introducing provisions on the voluntary use of the              the prudential backstop, finding a middle ground
Accelerated Extrajudicial Collateral Enforcement                between previous proposals put forward by the Council
(AECE) procedure. Those provisions do not apply to              of the EU and the ECON (see Figure 2.3).

Figure 2.3: NPEs calendar provisioning – Trilogue Agreement

                                         100%                                          100%                   100%
                                                                                                   85%
                                                                            80%        80%
                                                                            70%

                                                                55%

                             35%                      35%
                                          25%

                                                                               Time from classification as NPEs (years)

0           1           2           3           4           5          6          7           8           9              10
                                                Secured by movable           Secured by immovable
                        Unsecured                    collateral                    collateral

                                                                                                                          13
The Italian NPEs market: from darkness to daylight

Figure 2.4: NPEs calendar provisioning – Trilogue Agreement vs ECB Addendum

                                                                         Trilogue Agreement1                                           ECB2
                                                                   (Scheduling still under discussion)                               Addendum

                                                                                  Movable           Immovable
                                                              Unsecured                                                     Unsecured       Secured
                                                                                  Collateral         Collateral
                                                    0
                                                                   0%                 0%                    0%                  0%              0%
                                                    1
         Time from classification as NPEs (years)

                                                                   0%                 0%                    0%                  0%              0%
                                                    2
                                                                  35%                 0%                    0%               100% *             0%
                                                    3
                                                                100% *               25%                25%                                   40%
                                                    4
                                                                                     35%                35%                                   55%
                                                    5
                                                                                     55%                55%                                   70%
                                                    6
                                                                                     80%                70%                                   85%
                                                    7
                                                                                   100% *               80%                                 100% *
                                                    8
                                                                                                        85%
                                                    9
                                                                                                      100% *
                                                    10
                                                         * To be applied as of the first day of the year.

Figure 2.4 provides a direct comparison between the latest minimum common coverage factors required to banks by
the Trilogue (as part of the ongoing process to amend the CRR) and by the ECB.
It is worth noting that, while the schedule proposed by the ECB already applies to NPEs classified as such after 1
April 2018, the calendar proposed by EU Lawmakers will be applied to NPEs deriving from loans originated after the
date of entry into force of the amended CRR, which is expected to take place within the first semester of 2019.

1   Council of the EU, Proposal for a regulation of the European Parliament and of the Council on amending Regulation (EU) No 575/2013 as regards minimum loss coverage for non-
    performing exposures - Confirmation of the final compromise text with a view to agreement– January 2019.
2   ECB, Addendum to the ECB Guidance to banks on non-performing loans: supervisory expectations for prudential provisioning – March 2018.

                                                                                                                                                                          14
The Italian NPEs market: from darkness to daylight

Trilogue Agreement vs. ECB Addendum – Qualitative comparison on calendar provisioning

                                  Proposal for a regulation of the European
                                                                                          Addendum to the ECB Guidance to banks on
                                 Parliament and of the Council on amending
                                                                                              non-performing loans: supervisory
                                  Regulation (EU) No 575/2013 as regards
                                                                                           expectations for prudential provisioning
                                      minimum loss coverage for NPEs

                             •   It is still a legislative proposal, subject to       •    This is not a set of binding rules, although
                                 endorsement by EU ambassadors and                         ECB expects banks to comply with it.
                                 adoption by the EU Council and the EU                     Differences between bank practices and
           Status                Parliament.                                               prudential expectations will be discussed at
                                                                                           least annually as part of the SREP
                             •   If adopted, the amended CRR will represent a              supervisory dialogue (from early 2021
                                 binding rule.                                             onward).

                             •   As part of EU legislation, the proposal applies
         Applies to                                                              •         The Addendum (such as the NPEs guidance)
                                 to all European banks (both significant and
                                                                                           applies only to significant banks.
                                 less significant) subject to CRD and CRR.

                             •   New exposures originated after the date of
                                                                                      •    New NPEs classified as such from 1 of April
                                 entry into force of the Regulation. If the
                                                                                           2018 onwards, but already originated in the
                                 terms of an exposure are modified by the
          Refers to                                                                        past. Exposures classified as non-performing
                                 institution in such a way as to increase the
                                                                                           and cured before 1 of April 2018 that are
                                 institution’s exposure to the obligor, the
                                                                                           reclassified as non-performing after 1 of
                                 exposure shall be treated as a newly
                                                                                           April 2018 are considered to be new NPEs.
                                 originated exposure.

                             •   Institutions shall apply specific coverage
                                 factors, based on exposure vintage and
                                                                                      •    The Addendum identifies fully secured
                                 collateralization, to determine the NPEs
                                                                                           exposures, unsecured exposures and
                                 used to calculate the amount of minimum
                                                                                           partially secured exposures. The latter
                                 coverage levels.
                                                                                           should be split into two elements: the
                                                                                           secured portion and the unsecured portion.
                             •   Uniform calendar both for loans past due
                                                                                           For fully and partially secured exposures,
                                 more than 90 days and other NPEs
        Type of rule                                                                       banks have to review the collateral value
                                                                                           regularly, in line with the NPEs guidance.
                             •   In case of purchased exposures, the calendar
                                 should start from the date on which the NPE
                                                                              •            There is no distinction between UTP and past
                                 has originally been classified as non-
                                                                                           due exposures.
                                 performing
                                                                                      •    Differences from prudential expectations are
                             •   Institutions have to determine the amount of
                                                                                           reflected in the SREP (Pillar 2) decision.
                                 insufficient coverage for NPEs to be directly
                                 deducted from (Pillar 1) CET1 capital.

                             •   There will be full provisioning within three
                                                                              •            There will be full provisioning within two
                                 years for unsecured exposures, seven years
        Full coverage                                                                      years for unsecured exposures, and within
                                 for exposures secured by movable collaterals
                                                                                           seven years for secured exposures
                                 and nine years for exposures secured by
                                                                                           (progressively, starting from the third year).
                                 immovable collaterals.

                        Opportunities                                                              Pressures

                                                                                  •   Challenging expectations on loan
    •    Secondary market development and increased                                   provisioning and potential stress on capital
         volumes in loan portfolio sales                                              adequacy

    •    Faster cleanup of banks' balance sheets                                  •   Potential downward pressure on loan
                                                                                      portfolio prices due to increased supply
    •    Development of a pan-European servicing
         market with common rules                                                 •   Potential negative effects on loans
                                                                                      (especially unsecured) granted to
                                                                                      households and SMEs

                                                                                                                                          15
The Italian NPEs market: from darkness to daylight

Guidance on management of NPEs for less significant institutions (LSIs)

  In January 2018, BOI released a guidelines that       •   Formalize credit valuation policies, including
  Italy's LSIs are expected to implement in                 those on write-offs, and the definition of
  managing their NPEs.                                      criteria for impairments.
  The guidelines outlines a comprehensive package       •   Define and formalize procedures that
  of measures, processes and rules of conduct               guarantee accurate valuation of RE assets, by
  that less significant banks should include in NPEs        using independent experts to assess the value
  management, in line with the guidance published           of RE collateral.
  by the ECB and the EBA.                               •   Implement and maintain an adequate
  According to the guidelines, LSIs are expected to:        database to manage NPEs data and verify
  •   Adopt a formalized strategy for optimizing            NPEs status.
      NPEs management by maximizing the current         The short-term plan for banks may include:
      values of recoveries.                             •   Reviewing the target operating model.
  •   Integrate the strategy with an NPEs               •   Identifying the best mix of strategies by
      governance and operational framework, by              combining different actions to maximize the
      involving the board of directors in defining          current values of recoveries (e.g., dedicated
      and monitoring the management of NPEs                 internal division, servicer, portfolio disposal,
      (in addition, banks are requested to adopt            securitization and creation of a bad company).
      provisions and safeguards aimed at managing
                                                        •   Providing the supervisor with a report on the
      NPEs promptly and appropriately, by avoiding
                                                            NPEs reduction plan.
      conflicts of interest).
                                                        In order to assess the suitability of the various
  •   Maximize efficiency for forbearance
                                                        strategies, the guidelines indicate that it is crucial
      measures, swiftly identifying the best solution
                                                        to consider the indirect costs of keeping NPEs in
      for each exposure.
                                                        banks’ portfolios, by implementing a process of
  •   Formalize criteria for implementing the           monitoring the NPEs’ management-related costs.
      relevant supervisory provisions on loan
      classification (to this end, banks are
      requested to identify a list of indicators to
      classify loans at default).

ECB announces further steps in supervisory approach to stock of NPLs
  In July 2018, the ECB released a note                 •   Bank-specific expectations are guided by
  announcing further steps in its supervisory               individual banks’ current NPEs ratio and main
  approach to addressing the stock of NPEs in the           financial features in a consistent way across
  euro area.                                                comparable banks.
  It anticipates the following interventions:           Under this approach, the ECB will further engage
  •   Bank-specific supervisory expectations will be    with each bank to define its supervisory
      set for the provisioning of NPEs.                 expectations.
  •   The aim is to achieve the same coverage of
      NPL stock and flow over the medium term.

                                                                                                                 16
The Italian NPEs market: from darkness to daylight

IFRS 9 first time adoption
IFRS 9 implementation has been a real game changer                                         Figure 2.5: Transitional period factors
mainly thanks to the first time adoption which allowed
banks to increased coverage with a phased impacts on
                                                                                            100%
capital.
Following the issuance of the Basel Committee on                                              75%
Banking Supervision (BCBS) standard on
29 March 2017, the relevant European institutions                                             50%
have indeed finalized the transitional arrangements for                                                  Add back
                                                                                              25%
the regulatory treatment of accounting provisions
within the EU. This is to address the implementation of                                        0%
IFRS 9 Financial Instruments and other expected credit                                          2018     2019    2020     2021    2022    2023
loss (ECL) frameworks.
The process was fast-tracked to help mitigate the                                          This means that on day one, the IFRS 9 provision is
impact of IFRS 9 standards on EU banks’ capital and                                        compared with the International Accounting Standards
ability to lend.1 Following this, the transitional                                         (IAS) 39 provision as at the previous reporting period
arrangements were incorporated into European                                               end. The delta is then added back over the transitional
legislation on 27 December 2017, via publication in the                                    period, subject to the percentage factors of 95%, 85%,
Official Journal of the European Union (OJEU).The                                          70%, 50% and 25%.
transitional arrangements are applicable from 1
January 2018 via the CRR Article 473(a).                                                   On subsequent reporting period end dates, the stock of
                                                                                           IFRS 9 stage 1 and stage 2 provisions can be compared
The BCBS recognizes that the IFRS 9 ECL model will                                         with the stock of IFRS 9 stage 1 and stage 2 provisions
likely lead to higher provisions, noting that there may                                    as at day one.
be a capital shock and firms may need to rebuild their
capital resources.                                                                         A firm can then choose for the difference to be added
                                                                                           back, again subject to the percentage threshold.
Additionally, the BCBS notes that there has been no                                        Crucially, this allows for the reduction in the volatility of
conclusion on the permanent interaction between ECL                                        regulatory capital experienced in subsequent years.
accounting and the prudential regime – necessitating                                       This approach makes the assumption that all stage 1
transitional arrangements.                                                                 and stage 2 provisions are new provisions under IFRS 9.
During 2017, the European Council, European                                                While this may not be a true reflection of the ECL stock,
Parliament and EC have worked to finalize the interim                                      it permits a firm to compare figures under one
approach within the EU, and have incorporated the                                          accounting framework, and not have to recalculate the
transitional arrangements into European legislation                                        IAS 39 position at each reporting period end.
from 1 January 2018.
                                                                                           This reduces the operational complexity compared with
Focus on transitional arrangements                                                         a truly dynamic approach, as originally proposed.
The BCBS standard provides jurisdictions with the                                          The phase-in proposed by the regulator is applicable not
option to choose whether to apply a transitional                                           only for loans and receivables impaired under a hold to
arrangement for the regulatory capital impact of                                           collect scenario but also for loans and receivables under
moving to an ECL model over a period of no more than                                       alternative workout strategies as disposal, unless
five years. If elected, the design of the approach is the                                  portfolios are pre-identified.
jurisdiction’s responsibility, subject to a number of
rules, including the calculation method – either a static                                  The regulation requires a firm to inform its competent
or a dynamic approach.                                                                     authority of its decision to use the arrangements by
                                                                                           1 February 2018. Note that a firm is allowed (but not
These are defined as follows:                                                              required) to apply the transitional rule. Additionally, if a
•      A static approach: calculating the transitional                                     firm does not initially opt in to the transitional
       adjustment just once, at the effective date of the                                  arrangements, it can elect to reverse this decision
       transition to ECL accounting.                                                       during the five-year period (with the permission of its
                                                                                           competent authority).
•      A dynamic approach: recalculating the transitional
       adjustment periodically to reflect the evolution of a                               Finally, there is a requirement for full disclosure of the
       firm’s ECL provisions within the transition period.                                 fully loaded and transitional amounts for own funds,
                                                                                           capital ratios and leverage ratios in Pillar 3 reports.
The final regulation provides for a five-year transitional
period from 1 January 2018 (or an entity’s relevant day                                    To govern this, the EBA issued the final guidelines on
one).                                                                                      uniform disclosures under Article 473a of Regulation
                                                                                           (EU) No 575/2013 with regard to the transitional
While there is no full neutralization in year one, it                                      period for mitigating the impact of the introduction of
progressively decreases to zero over five years, starting                                  IFRS 9 on own funds on 12 January 2018.
at 95% and finishing at 25%, as shown in Figure 2.5.
                                                                                           The guidelines are applicable both for firms that elect to
While it is a dynamic approach, with periodic                                              use the transitional arrangements and those that decide
recalculations, some high-level assumptions have been                                      not to make use of them to ensure market
made to reduce the operational complexity in creating a                                    transparency.
modified-dynamic approach.

1   EC, Banking Reform EU: EU reaches agreement on first key measures – 25 October 2017.

                                                                                                                                                     17
3
Update on the
 Italian real
estate market
The Italian NPE market: from darkness to daylight

Investment market overview

Base on our preliminary figures about commercial real                  investors which are reviewing their investment plans
estate investment market, 2018 recorded c.€8.5b of                     but still remain focus on the Country.
direct investments in Italy. Such result represents a
                                                                       Among the key transactions related to the commercial
reduction of c.25% compared to the previous year.
                                                                       real estate market and completed in 2018, it is worth
In particular, the investment volumes recorded in 3Q18                 to be mentioned the sale of Valdichiana Outlet Village
are 9% lower than those recorded in 3Q17. Additionally,                in Tuscany for €137.7m, Centro Sicilia Shopping
investment volumes registered in 2Q18 (€1.65b) have                    Center in Catania (Sicily) for €140.0m and the
a negative trend when compared with the same period                    acquisition by ENPAM of two Grade A office properties
of 2017 (€4.5b).                                                       in Rome from BNL, via a dedicated real estate
                                                                       investment fund.
The investment volume observed in our Country in the
last financial year is the result of, to some extent,                  Investments in the hospitality sector amounted to more
opposite forces; among other it is our view that the                   than €500m, creating a solid market for the investors
main factors that have contributed to such results are:                active in the sector.
(i) lack of core products in main markets and, in any
                                                                       In terms of capital source breakdown, excluding 2016,
case, investment demand higher compared to the
                                                                       from 2013, foreign investors accounted for more than
available product in core location suitable for
                                                                       60% of the total investment volume (3Q18: 75%),
investment purposes; (ii) investment focus
                                                                       which demonstrates the high attractiveness of the
concentrated in main and core markets (i.e. Milan and in
                                                                       Italian RE market for international investors.
some extend Rome), but investors still reluctant to
consider secondary locations, with the exclusion of                    In terms of returns and processes, we observed a yield
investment in the logistic and retail sub sectors; (iii)               compression for prime assets pushed by competitive
some concerns related to the political tension with the                acquisition processes. The retail sector grew up to
EU, the still uncertain economic growth and outlook of                 c.39% respect to the past year (27.0% in 2017) while
the Country and a potential less favorable interest rate               the weight of traded volumes in the office sector
condition.                                                             dropped substantially due to lack of available quality
                                                                       buildings in prime locations.
In any case, although these external factors, Italy
demonstrates a good attractiveness for international                   This is also predicted in the 2019 forecasts.

Figure 3.1: RE investment volumes in Italy 2007–18 (€m)1

                                                                                                         11,100
                                                                                                9,600
                                                                                                                  8,500
                   7,700
                                                                                       7,200

                                                                               5,200
                             4,600 4,200 4,500
                                               4,000                  3,700
                                                             2,800

                   2007      2008   2009   2010    2011     2012     2013     2014     2015     2016     2017     2018
     *2018: Preliminary figures based on internal statistics on Commercial Real Estate Investment Market, not yet consolidated.

Transaction
•      Figure 3.1 shows the trend of direct investments in             •   The comparison between investment volumes of
       the Italian RE market in the period between 2007                    the last three years and the 11-year average from
       and 2018.                                                           2007 to 2017 shows an increasing trend of
                                                                           investments well above the average (to be
•      Results show a growing trend of capital flow that                   exceeded in 2018 too).
       started in 2012 and was then confirmed in the
       following years, with a 2012–17 positive CAGR of                •   During 3Q18, the office sector recorded a sharp
       about 31%. In 2017, the total volume of investments                 drop of approximately 42% compared to 3Q17.
       reached a value of approximately €11b, the highest
                                                                       •   In 2018, the total investment volumes reached a
       since 2007.
                                                                           value €8.5b with a marked increase in the retail
                                                                           sector.

1   Source: RCA Analytics.

                                                                                                                                  19
The Italian NPE market: from darkness to daylight

Direct investment and sectors breakdown

The RE asset class that over the last three years                             •    When comparing investments in Europe with those
recorded the highest interest in both Italy and Europe                             in Italy, it must be noted that in Europe in 2017,
was office, which, on the contrary, in 3Q18, reported an                           c.13% of market share was related to the residential
important reduction, which was overtaken by                                        asset class. Investment opportunities in Italy will
investments in retail asset class. In Italy, CAA acquired a                        arise regarding this asset class, according to new
Telecom Italia property portfolio, and DeA Capital and                             investors’ strategies.
Enpam purchased the Edison office in Milan and
                                                                              •    In 2017, the office investment share accounted for
completed a sale and leaseback transaction of an Edison
                                                                                   c.39% in Europe vs. c.62% in Italy.
RE asset portfolio.

Figure 3.2: Breakdown of investments per asset class (€m)

6,000

5,000

4,000

3,000

2,000

1,000

        -
                         2014                    2015                     2016                      2017                     2018*
                        Retail    Office   Industrial and logistics   Hotel   Development         Mixed    Other   Residential

*2018 data pertains to 3Q18

Figure 3.3: Investments per asset use in                                      Figure 3.4: Investments per asset use in Europe
Italy in 3Q181                                                                in 3Q181

                                                                                                   Development      Others
                             Others
                                                                                                Hotel  1%             3%
                              10%
                                                                                                 9%
        Industrial
       and logistics                                                                                                             Office
            9%                                                                                                                    29%
                                                            Retail                Residential
                                                             39%                     13%
            Hotel
             9%

                                                                                        Retail
                                                                                         17%

                    Office                                                                                                 Industrial
                     33%                                                                                                  and logistics
                                                                                                                              28%

1   Source: RCA Analytics.

                                                                                                                                          20
The Italian NPE market: from darkness to daylight

Main investors in Italy and in Europe

The top 10 investors in both 2017 and the first three        differentiated rationale and drivers for investment.
quarters of 2018, and their investments volume in Italy      Vonovia SE is the most active investor across Europe,
and Europe, are shown in the tables below.                   having they acquired large RE portfolios in a plurality
The data refers to asset acquisitions and the share          of nations.
dealing that occurred throughout the period. It is worth     Vonovia SE made its way to the top of the list (see
mentioning that, in 2017, the top two investors were         Figure 3.7) through the acquisition of a huge amount
domestic (see Figure 3.5) while, during the first three      of residential properties mostly located in northern
quarters of 2018, they were international.                   Europe (about €68b).
The type of investors appears heterogeneous for the          Blackstone, on the other hand, returned in the upper
first 10 positions in both 2017 and 2018. This reflects      part of the list mostly investing in industrial properties
a wide interest from a wide variety of investors with        (€1.8b).

Figure 3.5: Top 10 investors per volume in Italy in 20171
Company                       Country                       Investor type                                    Total (€m)
DeA Capital RE SGR           Italy                         Equity fund                                            1,026
Kryalos AM                   Italy                         Investment manager                                       843
Crédit Agricole              France                        Bank                                                     743
York Capital                 US                            Equity fund                                              717
CIC                          China                         Sovereign wealth fund                                    663
EDF                          France                        Corporate                                                617
Feidos                       Italy                         Investment manager                                       550
CBRE Global Investors        US                            Investment manager                                       321
Amundi                       France                        Investment manager                                       298
ENPAM                        Italy                         Pension fund                                             266

Figure 3.6: Top 10 investors per volume in Italy in 1Q18, 2Q18 and 3Q181
 Company                      Country                       Investor type                                    Total (€m)
Kryalos AM                   Italy                         Investment manager                                        519
BNP Paribas                  France                        Bank                                                      358
Amundi                       France                        Investment manager                                        210
CBRE Global Investors        US                            Investment manager                                        204
Savills IM                   UK                            Investment manager                                        198
Partners Group               Switzerland                   Investment manager                                        195
Swiss Life AM                Switzerland                   Investment manager                                        184
IGD Siiq                     Italy                         RE operating company                                      181
AXA Group                    France                        Insurance                                                 161
GWM Group                    Luxembourg                    Investment manager                                        159
Unibail-Rodamco-Westfield    France                        RE investment trust                                       150
Coima SGR                    Italy                         Investment manager                                        148

Figure 3.7: Top 10 investors per volume in Europe in 3Q181
 Company                     Country                        Investor type                                    Total (€m)
Vonovia SE                   Germany                       RE operating company                                   7,100
Blackstone                   US                            Equity fund                                            5,084
Cerberus                     US                            Equity fund                                            4,060
DekaBank                     Germany                       Bank                                                   3,174
CBRE Global Investors        US                            Investment manager                                     2,850
BNP Paribas                  France                        Bank                                                   2,367
Hines                        US                            Investment manager                                     2,323
Aroundtown                   Germany                       Investment manager                                     2,263
Union Investment             Germany                       Open fund                                              2,193
Invesco                      US                            Investment manager                                     2,120

1   Source: RCA Analytics.

                                                                                                                      21
The Italian NPE market: from darkness to daylight

Breakdown of Italian Investment by region and city

Over the last four years, Lombardy has been the region              Comparing 2017 and 2018, the two most attractive
with the greatest capital inflows (although the relative            cities appear to be Milan and Rome. During the first
portion is lowering). In 2014, it attracted c.68% of total          three quarters of 2018, two main transactions were
investments; in 2015, 2016 and 2017, its portion                    also registered in the area of Misterbianco (Catania)
decreased to c.51%, c.36% and c.14% respectively. This              and Vignate (Milan), the first related to the sale of
was driven by the fact that, in 2017, numerous                      Centro Sicilia Shopping Centre and the second to
portfolios with properties spread all over Italy were               Acquario Vignate Shopping Centre.
sold. It must be noted that, in 2018, there was an
                                                                    Milan was the city with the highest volumes traded at
inversion of the trend, with the Lombardy portion
                                                                    both regional and national levels. Investments
increasing to c.49% of the total.
                                                                    accounted for c.47% of the total domestic inflows in
Lazio is the second-highest performing region in terms              2015, c.32% in 2016, c.29% in 2017 and c.48% in
of capital inflows. In 2014, it attracted c.17% of                  3Q18.
domestic capital flows. This increased to c.21% in 2015
                                                                    After Milan, Rome recorded the highest volumes traded
and c.24% in 2016, then decreased to c.15% in 2017.
                                                                    in its region (Lazio). The investments amounted to
Similar to Lombardy, in the first three quarters of
                                                                    c.21% of the total inflows in 2015, c.20% in 2016,
2018, invested capital flows in Lazio increased to
                                                                    c.15% in 2017 and c.9% in 3Q18.
c.14%.
Figure 3.9 shows the investment breakdown by Italian
city.

Figure 3.8: Breakdown of Italian investment by region1

                                  2017                                                      1Q18, 2Q18 and 3Q18

                                                                                                11%
                                                15%

                                                                                      7%

                                                           14%                   7%
                                                                                                                                    49%

                                                           2%
                                                                                 12%
             65%                                          2%
                                                         2%

                                                                                                14%
       Lazio                  Lombardy          Piedmont                          Lombardy            Lazio              Sicily
       Emilia-Romagna         Veneto            Others                            Tuscany             Apulia             Others

Figure 3.9: Breakdown of Italian Investment by city1

                                   2017                                                     1Q18, 2Q18 and 3Q18

                                                         29%                      31%

                                                                                                                                    48%

           55%

                                                                                  4%
                                                         15%
                                                                                           8%
                                                1%
                                         1%                                                           9%

           Milan       Rome      Bologna      Florence     Others        Milan        Rome       Palermo       Catania     Others

1   Source: RCA Analytics.

                                                                                                                                          22
The Italian NPE market: from darkness to daylight

Residential RE market trend

The residential market, after a long and crippling crisis                                                                                                      Based on our preliminary estimates, we expect level of
that started in 2008, seems to be on the road to                                                                                                               residential transactions to express c.5% growth
recovery, even if in 2017 and 2018 growth rates were                                                                                                           compared to 2017.
not so high compared to the market expectations.
                                                                                                                                                               A focus on some of the most important cities shows
In 2016, the number of residential units sold, also                                                                                                            different trends compared to the national average.
known as NNT* (as recorded by Agenzia delle Entrate,
                                                                                                                                                               Owing to its size, Rome has reaffirmed its relevance in
the Italian tax authority), reached around 530,000
                                                                                                                                                               terms of overall number of residential transactions
units (+18.9% vs. the previous year).
                                                                                                                                                               (31,000 NNT). Furthermore, it seems to be a more
In 2017, there were 543,000 residential transactions,                                                                                                          resilient market.
recording a growth of about 3% compared to 2016.
                                                                                                                                                               Milan's performance was in line with the national
While the number of transactions registered in 2017 is
                                                                                                                                                               average between 2000 and 2012, but has kept
considerably lower than the top level recorded in Italy
                                                                                                                                                               improving since 2013 (c.+8% compared with the
during 2004 (about 900,000), it is the third year in a
                                                                                                                                                               previous year's NNT).
row of constant growth.
                                                                                                                                                               2017 also registered positive increases in NNTs in
2017 figures are aligned to the long-term average
                                                                                                                                                               Turin and Naples, with a growth of 4.9% and 7.4%
recorded in Italy since 1958 but are still far from the
                                                                                                                                                               respectively compared with the previous year, but still
peak based on the linear trend line over the same
                                                                                                                                                               below the figure for 2000 and 50.0% lower than the
historical period.
                                                                                                                                                               peak of the market recorded in 2003.
*NNT: normalized number of transactions.

Figure 3.10: Residential transactions evolution in Italy1 : 1958–2017
1,000,000
  900,000
  800,000
  700,000
  600,000
  500,000
  400,000
  300,000
  200,000
  100,000
              0
                  1958

                            1960

                                       1962

                                              1964

                                                       1966

                                                                   1968

                                                                           1970

                                                                                    1972

                                                                                              1974

                                                                                                         1976

                                                                                                                 1978

                                                                                                                           1980

                                                                                                                                      1982

                                                                                                                                              1984

                                                                                                                                                       1986

                                                                                                                                                                   1988

                                                                                                                                                                           1990

                                                                                                                                                                                   1992

                                                                                                                                                                                             1994

                                                                                                                                                                                                        1996

                                                                                                                                                                                                               1998

                                                                                                                                                                                                                        2000

                                                                                                                                                                                                                                    2002

                                                                                                                                                                                                                                            2004

                                                                                                                                                                                                                                                     2006

                                                                                                                                                                                                                                                               2008

                                                                                                                                                                                                                                                                          2010

                                                                                                                                                                                                                                                                                  2012

                                                                                                                                                                                                                                                                                            2014

                                                                                                                                                                                                                                                                                                       2016

                                                                                                                                                                                                                                                                                                               2018
Figure 3.11: Residential transactions and GDP correlation
The overall health of the economy generally affects the RE values and property demand. This is measured by
indicators such as manufacturing activity, price of goods and labor market, even if GDP is the most frequent
parameter assumed as reference. The reason for this relationship is relatively straightforward: over the time, GDP
growth should lead to improving occupier demand and, in turn, higher rents and capital values, which drive property
returns. The historical comparison of residential transactions’ trend and GDP variation in Italy shows a certain
correlation. The GDP growth expected in the period 2018–20, based on BOI forecast, could be a positive catalyst for
near future growth.

1,000,000                                                                                                                                                                                                                                                                                                     6%
  900,000
                                                                                                                                                                                                                                                                                                              4%
  800,000
  700,000                                                                                                                                                                                                                                                                                                     2%
  600,000                                                                                                                                                                                                                                                                                                     0%
  500,000
  400,000                                                                                                                                                                                                                                                                                                     -2%
  300,000                                                                                                                                                                                                                                                                                                     -4%
  200,000
                                                                                                                                                                                                                                                                                                              -6%
  100,000
        0                                                                                                                                                                                                                                                                                                     -8%
                         1981
                                1982
                                       1983
                                              1984
                                                     1985
                                                            1986
                                                                    1987
                                                                           1988
                                                                                  1989
                                                                                           1990
                                                                                                  1991
                                                                                                         1992
                                                                                                                1993
                                                                                                                        1994
                                                                                                                               1995
                                                                                                                                       1996
                                                                                                                                              1997
                                                                                                                                                     1998
                                                                                                                                                            1999
                                                                                                                                                                    2000
                                                                                                                                                                           2001
                                                                                                                                                                                  2002
                                                                                                                                                                                          2003
                                                                                                                                                                                                 2004
                                                                                                                                                                                                        2005
                                                                                                                                                                                                               2006
                                                                                                                                                                                                                      2007
                                                                                                                                                                                                                             2008
                                                                                                                                                                                                                                     2009
                                                                                                                                                                                                                                            2010
                                                                                                                                                                                                                                                   2011
                                                                                                                                                                                                                                                            2012
                                                                                                                                                                                                                                                                   2013
                                                                                                                                                                                                                                                                          2014
                                                                                                                                                                                                                                                                                 2015
                                                                                                                                                                                                                                                                                         2016
                                                                                                                                                                                                                                                                                                2017

                                                                                         Residential transactions (n)                                                                    GDP variation (%)

1 EY   analysis on Agenzia delle Entrate, Scenari Immobiliari and Nomisma data.

                                                                                                                                                                                                                                                                                                                      23
The Italian NPE market: from darkness to daylight

Figure 3.12: Residential transactions in Italy – a comparison among main cities1

Rome                                                                                                                                     Rome
                                                                                   80,000                                                                                                                          140
The historical series of NNT for residential properties in
                                                                                   70,000
Rome in the period 2015–17, presents an average of                                                                                                                                                                 120
                                                                                   60,000
27,914 transactions, with a growth trend over the last                                                                                                                                                             100
                                                                                   50,000
three years (2017 vs. 2015: +13.8%).                                                                                                                                                                               80
                                                                                   40,000
                                                                                                                                                                                                                   60
In 2017, the change in the NNT in Rome (equal to                                   30,000
+3.0%) was lower than the variation recorded by the                                20,000
                                                                                                                                                                                                                   40

provincial data (+3.1%), the variation recorded by the                             10,000                                                                                                                          20
regional data (+3.2%) and the variation recorded by the                                0                                                                                                                           -
national data (+4.9%).

                                                                                            2001
                                                                                                   2002
                                                                                                          2003
                                                                                                                 2004
                                                                                                                        2005
                                                                                                                               2006
                                                                                                                                      2007
                                                                                                                                             2008
                                                                                                                                                    2009
                                                                                                                                                           2010
                                                                                                                                                                  2011
                                                                                                                                                                         2012
                                                                                                                                                                                2013
                                                                                                                                                                                       2014
                                                                                                                                                                                              2015
                                                                                                                                                                                                     2016
                                                                                                                                                                                                            2017
                                                                                       Rome – residential transactions                                        Italia index                           Rome index

                NNT 2017 – Distribution of transactions
                          by size in Rome
  16,000
                             12,890                                               The graph on the left shows the number of transactions
  12,000                                                                          by property size in the city of Rome in 2017. It is noted
                                           8,516                                  that 41.4% of the units sold are of small to medium size
       8,000
                                                                                  (50–85 sqm), followed by the units of average size (85–
                                                                                  115 sqm) with about 27.4% of transactions. The
                                                       3,828                      number of transactions of the medium-large size (115–
       4,000 2,944                                                  2,953
                                                                                  145 sqm) was also very important (12.3%).
            0
                  Up to 50 50–85            85–115 115–145 Over 145
                   sqm      sqm              sqm     sqm     sqm

Milan
                                                                                                                                         Milan
The historical series of the NNT of properties for the use                        80,000                                                                                                                           140
of residential of Milan in the period 2015–17 presents                            70,000                                                                                                                           120
an average of 18,921 transactions, with a net growth in                           60,000
                                                                                                                                                                                                                   100
the last three years (2017 vs. 2015: +31.4%).                                     50,000
                                                                                                                                                                                                                   80
                                                                                  40,000
In 2017, the change in the number of transactions in                                                                                                                                                               60
                                                                                  30,000
Milan (equal to +8.1%) was higher than the variation                                                                                                                                                               40
                                                                                  20,000
recorded by the provincial data (+6.6%), the variation
                                                                                  10,000                                                                                                                           20
recorded by the regional data (+5.5%) and the variation
                                                                                       0                                                                                                                           -
recorded by the national data (+4.9%).
                                                                                            2001
                                                                                                   2002
                                                                                                          2003
                                                                                                                 2004
                                                                                                                        2005
                                                                                                                               2006
                                                                                                                                      2007
                                                                                                                                             2008
                                                                                                                                                    2009
                                                                                                                                                           2010
                                                                                                                                                                  2011
                                                                                                                                                                         2012
                                                                                                                                                                                2013
                                                                                                                                                                                       2014
                                                                                                                                                                                              2015
                                                                                                                                                                                                     2016
                                                                                                                                                                                                            2017

                                                                                      Milan – residential transactions                                        Italia index                           Milan index

             NNT 2017 – Distribution of transactions
                        by size in Milan
  12,000
                                  10,285
  10,000
                                                                                  The graph on the left shows the number of transactions
       8,000
                                                                                  by property size in the city of Milan in 2017. It is noted
       6,000                                    5,041                             that 43.4% of the units sold are of small to medium size
                      4,417                                                       (50–85 sqm), followed by the units of average size (85–
       4,000                                                                      115 sqm) with about 21.3% of transactions. The
                                                             2,107        1,857   number of transactions of the small size (up to 50 sqm)
       2,000                                                                      was also very important (19.6%).
             0
                  Up to 50 50–85             85–115 115–145 Over 145
                   sqm      sqm               sqm     sqm     sqm

1 EY   analysis on Agenzia delle Entrate, Scenari Immobiliari and Nomisma data.

                                                                                                                                                                                                                         24
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