04 December, Start Mag
After having obtained the green light, Intesa Sanpaolo and Intrum have entered the agreement for a strategic partnership concerning bad loans. The deal was signed and announced last 17th April.
The numbers of the Intesa Sanpaolo-Intrum agreement
The agreement implies the construction of a servicing platform 51% held by Intrum and 49% by Intesa Sanpaolo plus the transfer and securitisation of an Intesa NPL portfolio.
The capital gain stated by Intesa Sanpaolo
Once completed, the operation will result in a capital gain of about 400 million euro after taxes in the consolidated profit and loss statement of Intesa Sanpaolo Group for the third quarter of 2018.
The comment of Intesa Ceo Carlo Messina
“Today, we’ve made a crucial step towards the fulfilment of the 2018-2021 business plan, implying the reduction by approximately 11 billion euro – including adjustments – of the NPL stock, without charges for our shareholders”, stated Intesa Sanpaolo Ceo Carlo Messina commenting the operation with Intrum.
The objectives of the operation for Intesa Sanpaolo
He added: “The operation made possible the achievement of half of the target set in the business plan up to the end of 2021. The agreement is consistent with our de-risking strategy, which our group has been pursuing since 2015, especially through Capital Light Bank headed by Giovanni Gilli. Such a strategy has allowed us to reduce the NPL stock for a total of 26 billion euro in three years with no costs for the shareholders. We believe Intrum is the best partner to create together a company which aims at becoming a market leader. We’re sure the company will provide excellent results, thanks to the use of the most advanced NPL management technologies”.
Intrum’s plans for Italy
The Swedish group is increasingly focused on Italy. The servicing company might acquire new management platforms, although this is not its priority, as the company is currently focused on acquiring portfolios. This is what Ceo Mikael Ericson said last September during the NPL conference organised by Banca Ifis. Ericson reminded how the partnership with Intesa Sanpaolo “has been a large transaction for us, and we have now to digest it”. When asked about the new opportunities, he replied: “We’re here to stay. We’ll certainly evaluate new investments. We want to grow in the Italian market. The platform with Intesa is solid and competitive. What matters now is attracting new servicing opportunities and helping clients by acquiring portfolios. Platform acquisition is not our priority, but if that would be necessary to acquire a portfolio, we’ll certainly evaluate the possibility”.
The article by Start Magazine following the announcement by Intesa Sanpaolo
The offer concerns two separate operations. The first one involves the acquisition of the Intesa servicing platform, 51% of which will go to Intrum for 500 million euro. The second is related to NPLs for a total amount of 10.8 billion gross, which will be securitised for a value of 3.1 billion euro, namely 28.7% of their gross value. The value is consistent with the figures reported in the accounts. The operation will generate a capital gain of about 400 million euro after taxes in the consolidated statements of Intesa Sanpaolo.
What will happen
The operation is included in a broader offer from Intrum Justitia concerning a strategic partnership with Intesa Sanpaolo on bad loans. The integration of the platform of the Italian bank and Intrum might lead to the creation of a leading servicer in the Italian NPL market.
What Repubblica commented
As Repubblica wrote: “Having postponed the sale of NPLs and having made Intrum and the Chinese Cefc competing allowed Intesa to obtain 28.7% of the nominal price on average, which is well above the average”. Although the market is improving, “the result is way above the 18% of the four good banks which got rid of NPLs for 10 billion and above the 13% that Unicredit got from the sale of NPLs for 17 billion in 2017”.
How the operation will be structured
The senior tranche, corresponding to 60% of the portfolio, will be funded by a pool of banks composed of Banca Imi, Mediobanca and Goldman Sachs as arrangers, Credit Suisse, HSBC and Imi as lenders. It’s likely that Gacs will be requested for this tranche.
The second tranche
The remaining 40% is composed by the junior and mezzanine tranches. 51% of the tranches will be subscribed by a special purpose vehicle owned by Intrum and other co-investors, which will act as the sole investor for governance reasons. Intesa Sanpaolo will subscribe the remaining 49%. According to some sources. Intrum co-investor might be CarVal Investors which will provide 20% of the necessary capital. As Il Sole 24 Ore wrote, Intrum is meant to pay 156 million by the end of April, while the remainder will be paid in November. This scheme will make possible the disposal of impaired loans by the end of the year.
The offer in detail
The Bank’s Board of Directors will assess the offer. The proposal might provide a capital gain of about 400 million euro after taxes in the consolidated accounts of the group. The servicing platform, in fact, is valued 500 million euro, while the loans to securitise are approximately 3.1 billion euro.
The numbers of the operation
Intesa Sanpaolo has already a good credit quality, with the NPLs on total credits ratio equal to 5.5% net of adjustments, while it was 8.2% at the end of 2016. The bank achieved with two years in advance its objective of bringing the ratio below 6% by the end of 2019. In 2017, Intesa reduced its gross NPL stock by 13 billion euro. Concerning the terms of the agreement to be discussed by the Board, the new company created by the merger of Intesa and Intrum will be composed of servicing by 40 billion euro, with 51% of the platform held by Intrum and 49% by Intesa Sanpaolo.
The terms of the operation
The servicing contract for Intesa’s bad loans at market conditions will have a duration of ten years. The process will concern about 1,000 employees, 600 of which are Intesa Sanpaolo employees. The staff will receive professional training. The closing for the transfer of the large NPL portfolio is set for November 2018. The transaction will have the following structure: a pool of primary banks will subscribe a senior tranche corresponding to 60% of the price of the portfolio, the junior and mezzanine tranches equal to the remaining 40% will be subscribed for 51% by a special purpose vehicle (owned by Intrum and one or more co-investors acting as a sole investor for governance reasons) and by Intesa for the remaining 49%.
Source: Start Mag
Translator: Cristina Ambrosi