Nova Ljubljanska Banka D.d. · LJSE:NLBR

Nova Ljubljanska Banka D.d — Merger or Acquisition (2020)

18 slides from Nova Ljubljanska Banka D.d's merger presentation, 2020

  1. Slide 1: NLB Group presentation: Acquisition of Komercijalna banka a.d. Beograd

    NLB Group presentation Acquisition of Komercijalna banka a.d. Beograd

  2. Slide 2: Disclaimer

    Disclaimer This presentation has been prepared by Nova Ljubljanska banka d.d., Ljubljana (the "Company"). This presentation has been prepared solely for the purpose of informative presentation of the business conduct of the Company. This presentation has not been approved by any regulatory authority

  3. Slide 3: Table of contents

    Table of contents Transaction overview 4 Transaction rationale 6 Highlights of acquired entity 12 Financial impact 15 3

  4. Slide 4: Transaction overview

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  5. Slide 5: Transaction structure and purchase considerations

    Transaction structure and purchase considerations • Nova Ljubljanska banka d.d. ("NLB" or "NLB Group") has agreed to acquire the Republic of Serbia's 83.23% ordinary shareholding in Komercijalna banka a.d. Beograd ("KB") for a consideration of EUR387 million (the "Purchase Price"), payable in cash o

  6. Slide 6: Transaction rationale

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  7. Slide 7: Key investment highlights

    Key investment highlights The transaction will consolidate NLB's position as the largest banking group in SEE, with an exclusive focus on and headquarters in this region The largest banking and financial group in Slovenia, with a One of the leading banks in Serbia (#4 by total assets(1) with the 1 d

  8. Slide 8: Financial rationale

    Financial rationale The transaction will create attractive shareholder returns with a manageable capital consumption 1 2 0.77x P / NAV(1) c.EUR16m $ Price / earnings multiple Realisation of materials cost and of c.6x 2019 funding run-rate pre-tax synergies achieved in 2023 EPS accretion Medium-term

  9. Slide 9: Strategic rationale: Enlarged presence in Serbia and two other core growth markets

    Strategic rationale Enlarged presence in Serbia and two other core foreign growth markets • Present in fast-growing economies (3.3% expected average real GDP growth in 2019–22 vs 1.6% for EU) • Large addressable customer base with population of 11.1 million in KB’s three operating markets • Underpen

  10. Slide 10: Strategic rationale: Creating a meaningful presence in Serbia

    Strategic rationale Creating a meaningful presence in Serbia • KB’s strong position in Serbia allows NLB to achieve “critical mass” in Serbia • Addition of the largest network of 203 branches in Serbia (as at 30 June 2019), consolidated with NLB banka a.d. Beograd's network of 28 branches Strengthen

  11. Slide 11: Strategic rationale: Significant opportunity for value creation

    Strategic rationale Significant opportunity for value creation Sources of value creation Transaction synergies (EURmn pre-tax) Optimisation • 01 • Head office functions in Belgrade, as well as operations in BiH and Montenegro Harmonisation of information technology platforms c. 16mn • Overlapping re

  12. Slide 12: Highlights of acquired entity

    Highlights of acquired entity

  13. Slide 13: Overview of acquired entity

    Overview of acquired entity KB has leading market shares in both retail and corporate with c.0.8mn active customers Overview Key financial information History: (EURmn) 2016 2017 2018 1H'19 • Established as Komercijalna banka a.d. Beograd ("KB") in 1970 and Income statement transformed into a shareho

  14. Slide 14: Geographical presence

    Geographical presence KB is present in NLB's core foreign markets, with operations in BiH and Montenegro Serbia (EURmn) 1H'191 Bosnia & Herzegovina (EURmn) 1H'191 Profit before tax 0.5 Profit before tax 36.7 Operating expenses (2.5) Cost-to-income ratio (%) 75.0 Operating expenses (43.8) Profit befo

  15. Slide 15: Financial impact

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  16. Slide 16: Capital impact from the acquisition

    Capital impact from the acquisition Transaction to result in a manageable incremental of c.EUR3.5bn of RWA NLB Group pro-forma capital position pre-acquisition (31 Dec 2019) Comments Total capital and RWA (EURbn) • Estimated c.EUR3.5bn RWA, excluding any 1.5 0.2 0.2 1.9 potential regulatory benefits

  17. Slide 17: Combined Group key financials

    Combined Group key financials Transformational transaction creating a regional powerhouse Financials as at 30 June 2019, in EURmn, unless otherwise stated Pro-forma Net loans 7,281 1,684 8,965 Balance sheet Total assets 13,164 3,846 17,010 Deposits 10,754 3,007 13,761 Net interest income 159 58 217

  18. Slide 18: Combined Serbian entity key financials

    Combined Serbian entity key financials Creating the third largest banking institution in the country Financials as at 30 June 2019, in EURmn, unless otherwise stated Pro-forma Net loans 363 1,463 1,826 Balance sheet Total assets 527 3,467 4,023 Deposits 370 2,729 3,099 Net interest income 10 53(1) 6

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