BPER GROUP BUSINESS PLAN 2012-2014 “The new BPER Group: growth, value and proximity in a new Landscape" Presentation to the Financial Community Milan, March 14, 2012 Disclaimer | Strettamente riservato e confidenziale This document has been prepared by Banca popolare dell’Emilia Romagna solely for information purposes, and only in order to present its strategies and main financial figures. The information contained in this document has not been audited. No guarantee, express or implied, can be given as to the document’s contents, nor should the completeness, correctness or accuracy of the information or opinions herein be relied upon. This is a translation into English of the original in Italian. The Italian text shall prevail over the English version. Banca popolare dell’Emilia Romagna, its advisors and its representatives decline all liability (for negligence or any other cause) for any loss occasioned by the use of this document or its contents. All forecasts contained herein have been prepared on the basis of specific assumptions which could prove wrong, in which case the actual data would differ from the figures given herein. No part of this document may be regarded as forming the basis for any contract or agreement. No part of the information contained herein may for any purpose be reproduced or published, as a whole or in part, nor may such information be disseminated. Page | 2 Agenda | Strettamente riservato e confidenziale 1. Outlook for the Group and main results 2. Business Plan 2012-2014 Page | 3 History and Growth of the BPER Group | Strettamente riservato e confidenziale More than 40 rationalization actions since the Group was founded (1992) ... (Total assets1 – bn €) BPER Group foundation 35,1 35.1 36,2 36.2 2001 2002 60,5 52,8 60.5 2011 45,3 45.3 48,5 48.5 52.8 2006 2007 2008 Business Plan 2012-2014 7,9 7.9 1992 1992 1994 Growth in the traditional core business through the acquisition of Commercial Banks Acquisition of Product Factories Strengthening Group Governance IT standardization Simplifying organizational structure Gradual turnaround of subsidiary banks IT development and "operational machine” strengthening 2012 - …. New Group structure: mergers and organizational alignment of larger banks Cost base reduction Actions for growth 1) Data as of the end of each year Page | 4 The BPER Group today ...which led to the current structure of the BPER Group Commercial Banks IT and Back Office services Product Factories BP Emilia Romagna BP Ravenna BP Aprilia CR Aquila BP Mezzogiorno Banca della Campania Banco di Sardegna | Strettamente riservato e confidenziale BP Lanciano e Sulmona Corporate & Investment Banking Wealth Management and Insurance Other financial services Meliorbanca Optima Sgr ABF Leasing EMRO Fin. Ireland Arca Sgr Sardaleasing Arca Vita EmilRo Factor Banca di Sassari BPER Services Presticinque Foreign Banks BPER Int. S.A. Alba Leasing Presence of 9 territorial Commercial Banks The subsidiary banks operate primarily in the regions of Central/ Southern Italy Presence abroad Subsidiaries Full range of products offered through the Product Factories Associates/ Commercial partnerships Page | 5 | Strettamente riservato e confidenziale Projects, business rationales and main results achieved The last three years have been characterized by an intensive transformation plan... Rationale 1 Know your customers and respond effectively to their needs 2 Improve cost management 3 Govern the Group by making full use of knowledge capital 4 5 Improve efficiency in loan and credit management Go beyond the traditional channel exploiting remote points of contact 6 Achieve excellence in Group Operations 7 Simplify Group structure Projects in Business Plan 2009-2011 Results ■ New business model ■ CRM methods and commercial behaviours ■ Customer experience models and tools ■ 15% redemption on contacts suggested by CRM ■ 89% of Retail customers satisfied ■ 90% of Corporate customers satisfied ■ Policies and tools for streamlining personnel costs ■ Cost efficiency ■ New processes/procedures in HR budgeting ■ New processes/procedures to govern Group costs ■ New Group Planning & Control processes and ■ - 30% time spent preparing monthly income statements ■ ~60 new reports at customer/ branch/ segment/ Group level procedures ■ New credit policies and processes ■ New credit management procedures ■ New direct channels ■ +50% average monthly traffic on new institutional sites ■ Streamlining branch and back office processes ■ BPER Services evolution Centralised: ■ 72 Back Office processes and 12 organisational processes ■ 309 IT services ■ Special projects ■ >160 mn € of capital gains from disposal Page | 6 Territorial growth and personnel evolution ... “selective” branches evolution programme and personnel management | Strettamente riservato e confidenziale Branches evolution programme - 2009-2011 (#) Personnel evolution - 2009-2011 (#) 8 new branches in provincial capitals not previously covered (Ascoli Piceno, Treviso, Bari, Florence, Bergamo, Caserta, Lecco, Macerata) 18 new branches in municipalities not previously covered 12 new branches in municipalities previously covered to strengthen market share -341 1,272 38 19 12,337 952 1,293 11,996 Headcount as of March 2009 New hires Leavers Headcount as of December 2011 1,305 +33 14 Personnel breakdown – Centre vs. Network – BPER Group1 (%) Headquarters + Local Areas Branches at Meliorbanca/ Dec. 2008 Meliorbanca Private branches New branches opened Closed Branches at Dec. 2011 8 branches closed in overlapped markets 11 Meliorbanca branches closed 34.2% Branches 45 29.0% 5.2 pips 65.8% 71.0% 42 December 2008 December 2011 XX Average age in 2011 1) Includes all Group employees, excluding all Product Factories, BPER Services and BSSS Consumer Division Page | 7 Ranking and territorial positioning Today the Group counts about 1,300 branches throughout the country... Market share by province3, September 2011 Top 10 Banking Groups in Italy, June 2011 Ranking by total assets Total assets1 Employees1 (mn €) (#) Number of branches1 (#) 1 Unicredit 2 Intesa SP 3 MPS 4 BP 5 UBI 6 BNL 7 BPER 8 BPM 9 Cariparma 10 Carige 9,518 7,290 2,955 918,772 160,562 644,673 101,169 243,892 31,239 138,238 19,209 132,751 19,546 98,125 14,654 59,354 12,057 776 56,030 8,438 905 52,211 9,049 42,374 6,013 2,104 1,886 870 1,3012 670 | Strettamente riservato e confidenziale North-West More than 8% (16) Between 4% and 8% (10) Between 2% and 4% (13) Less than 2% (44) Not present (27) branches % on total 54 4.1% North-East 377 29.0% Centre 101 7.8% South 335 25.7% Islands 434 33.4% Total 1,301 100.0% (#) Number of province 1) Total including foreign branches (for BPER the Luxembourg branch) 2) Data as of December 2011: 1,305 branches 3) The analysis includes Banco Posta Page | 8 Our customers … with 60% of deposits in the Centre-South of Italy (mainly Retail) Customers by segment (%, # ,000) Institutional Counterparties 0.04% Retail Affluent (1) 9.7% (214) Corporate/ Large Corporate 1.5% (34) Private 0.3% (6) Retail SME 12.8% (283) | Strettamente riservato e confidenziale Share of business1 (%) ~2.2 mn customers 52.3% 42.8% 47.3% 27.2% 11.0% Retail Other 6.8% (150) Retail Mass Market 68.8% (1,517) Corporate 4.6% Private RetailMass Market RetailAffluent RetailSME Institutional Counterparties Direct deposits and loans by macroregions (%) 5% 12% 35% 39% Important contribution from the South and Islands to Group overall deposits 7% 27% 10% Well positioned in traditional areas: 39% of loans is concentrated in North-East Italy 20% 26% 19% Direct deposits Loans North-West North-East Centre South Islands 1) Client loans in BPER/ Total client loans in the system Page | 9 3-year business results and comparison with expected ones | Strettamente riservato e confidenziale Despite the context, the Group has maintained a good level of profitability Net interests income and other banking income (mn €, %) 2,157 2,032 2,121 2,101 -1% Provisions (mn €, %) 605 398 2009 2010 2011 Business Plan 2011 target 2009 Operating costs (mn €, %) 2010 350 368 2011 Business Plan 2011 target -5% Net profit and ROE (mn €, %) % 1,254 1,250 1,243 1,265 4.3% -2% 4.7%1 5.6% 6.5% 327 237 270 -12% 169 2009 2010 2011 Business Plan 2011 target ROE 2009 2010 2011 Business Plan 2011 target 1) Net value of Arca Vita capital gain Page | 10 Agenda | Strettamente riservato e confidenziale 1. Outlook for the Group and main results 2. Business Plan 2012-2014 Cornerstones and actions Economic and financial targets Page | 11 Business Plan 2012-14 Cornerstones and actions | Strettamente riservato e confidenziale Streamline Group 2. Leverage recent investments Optimize geographical coverage and achieve cost savings to generate growth and 1. Business Plan 2012-2014 efficiency “The new BPER Group: growth, value and proximity in a new Landscape " NOT-ORDINARY ACTIONS ORDINARY ACTIONS Group rationalization/ integration Business governance Commercial 5. Maintain New governance model Capital and Risk adequate liquidity Human Resources Operational machine strengthening 3. Strengthen capital Operations 4. Optimize risk Page | 12 Not-ordinary actions Guidelines and areas of intervention | Strettamente riservato e confidenziale Areas of intervention Guidelines Group rationalization/ integration 4 mergers to simplify the organizational structure and achieve cost saving opportunities Creation of a “Grande BPER” as bank for the Centre and the North of Italy New organizational structure for the Parent Bank to strengthen its guidance, control and risk management role New Network Bank models with a greater emphasis on lending and commercial activities BPER Services evolution by bringing in-house services currently outsourced and centralizing administrative activities currently performed at branches level ■ Simplify the Group structure ■ Strengthen the Parent Bank's guidance and control ■ Evolve Commercial Banks structures New governance model ■ Empower Group's operational machine Operational machine strengthening Page | 13 Group rationalization/ integration (1 of 4) “Grande BPER” foundation Merger of Meliorbanca with BPER and enhancement of distinctive Corporate Banking skills in the new “Meliorbanca Division” | Strettamente riservato e confidenziale Merger of Carispaq with BPER and creation of the “L‟Aquila Division” 2012 Spin-off of Banca della Campania's branches in Lazio to BPER Transfer to BPER part of Banco di Sardegna's branches in the peninsula 2013 “Grande BPER” foundation Merger of Banca Popolare di Aprilia with BPER Merger of Banca Popolare di Lanciano and Sulmona with BPER and creation of the “Lanciano e Sulmona Division” Page | 14 Group rationalization/ integration (2 of 4) “Grande BPER” main KPIs | Strettamente riservato e confidenziale The mergers will lead to a structural growth of BPER Bank, not affecting the overall productivity, while assimilating BPER at the best practices in the personnel distribution between Centre and Network. Number of branches (index number, %) Personnel (index number, %) +49% +31% 149 100 Today Banca BPER Tomorrow "Grande BPER" Volumes1 per employee (index number, %) -6% Today Banca BPER Tomorrow "Grande BPER" Personnel distribution – Centre vs. Network (%) Headquarter 100 Today Banca BPER 131 100 Local Areas Branches 22.5% 21.9% 4.4% 4.4% 73.1% 73.7% Today Banca BPER Tomorrow "Grande BPER" 94 Tomorrow "Grande BPER" 1) Volumes (loans + deposits + indirect deposits) Page | 15 Group rationalization/ integration (3 of 4) The new Group's geographical coverage | Strettamente riservato e confidenziale New BPER Group‟s geographical coverage From 8 to 5 Commercial Banks Organizational structure Geographical coverage “as-is” “Grande BPER” Parent Bank Commercial Banks Geographical coverage post not-ordinary actions BPER as principal bank in the Centre-North of Italy thanks to the creation of Local Divisions Banca della Campania and Banca Popolare del Mezzogiorno to govern our business in Southern Italy Optimization of our territorial coverage in Sardinia BPER BPRA BPAP CRAQ BPLS BPMZ BCAM BSAR and/or BSSS BPLS + CRAQ BPER + BPAP + BSAR + CRAQ + BSSS + BCAM Not present Page | 16 Group rationalization/ integration (4 of 4) The new Group structure “Target” Group structure | Strettamente riservato e confidenziale BPER Group personnel breakdown – Centre vs. Network2 NOT EXHAUSTIVE = Parent Bank BPER Board of Directors Headquarters + Local Areas Managing Director Branches 29.0% 25.0% 71.0% 75.0% “As-is” “To-be” General Manager Commercial Banks Territorial Divisions/ Meliorbanca Division BPER Business Area1 Parent Bank with 4 Divisions 5 Commercial Banks 1) Includes Banca Popolare di Aprilia Product Factories 2) Includes all Group employees, excluding all product factories, BPER Services and BSSS Consumer Division Page | 17 New governance model (1 of 2) “Grande BPER” Parent Bank - governance structure | Strettamente riservato e confidenziale Parent Bank organization chart NOT EXHAUSTIVE Board of Directors Managing Director Chief Lending Officer (CLO) o direct reporting of the Commercial Banks and Local Divisions to the GM o boosting the role of BPER„s GM through the governance of the operational machine and Group Human Resources Chief Risk Officer (CRO) Chief Financial Officer (CFO) General Manager Commercial Division Commercial Banks Local Divisions Creation of Chief Risk Officer, Chief Lending Officer and Chief Financial Officer Greater coordination of marketing and commercial activities by creating the new role of Group Commercial Manager Greater business orientation by maintaining Commercial and Lending functions within the Local Divisions/ Business Area Chief Operating Officer (COO) Human resources Business Area BPER Commercial Commercial Lending Lending Meliorbanca Division Strengthening Group’s guidance and control ability by: Product Factories Page | 18 New governance model (2 of 2) Commercial Banks - organizational structure | Strettamente riservato e confidenziale Commercial Bank organization Chart NOT EXHAUSTIVE Board of Directors Greater business orientation through the focus of Banks on commercial and lending activities General Manager Local-Managers1 Human Resources and Administration Faster decision-making and local adoption of the Parent Bank's guidelines, also thanks to the introduction of key roles in core business areas Business Area Commercial function Lending function Local Areas 1) For all the functions that need to be replied at Commercial Bank level Page | 19 Operational machine strengthening Empower BPER Services structures | Strettamente riservato e confidenziale Rationale of the intervention 1 Exploit consolidated and specialized expertises to evolve Groups Operations Empower BPER Services A Strengthening the “Sardinian Hub” 2 Free up commercial time at branch level by centralizing administrative activities B Creation of “Middle Office Structures” 3 Bring in-house activities currently outsourced Page | 20 Not-ordinary actions - personnel turnaround (#) | Strettamente riservato e confidenziale 470 to strengthen the Group “Operational Machine”, of which about 50% to free up commercial time at branch level 100 to strengthen business functions 100 to strengthen Governance, Control and Staff functions 80 to support branch network expansion 11,996 ~ -1,200 11,546 Personnel turnaround guidelines: ~ +750 Activation of legal and contractual instruments ~ -450 Group leavers Release of resources with pension rights Opportunities and requirements for professional flexibility BPER Group personnel “as-is” Released personnel Operational requirements BPER Group personnel “to-be” Geographical and/ or intergroup mobility Page | 21 Investment portfolio rationalization Interventions and main expected results Investment portfolio rationalization | Strettamente riservato e confidenziale Possible further simplification options CURRENT SITUATION 230 Equity investments (#) Book value (mn €) 1,003 Leasing # Investments with a high probability of being sold # Investments that could be sold, but with some difficulties # Investments involved in simplification of Group structure 32 44 5 TARGET SITUATION Equity investments (#, Δ # vs. current portfolio) Book value (mn €, Δ mn € vs. current portfolio) Impact on capital 149 (-81) Real estate assets Further leasing sector rationalization Valorisation of real estate assets by establishing a Group property fund 953 (~ -50 mn €) +2 bps on Core Tier 1 Page | 22 Ordinary actions: 5 areas, 17 tracks and 36 projects Master Plan | Strettamente riservato e confidenziale Areas BUSINESS PLAN 2012-2014 Tracks 1 2 Commercial 3 Capital and Risk 4 Human resources 5 Operations Business governance Commercial performance optimization Basel II HR development BPER Services evolution Group harmonization Business model evolution Efficient management of Group NPLs Training and communication Paperless (Green Bank) Internal control system Multi-channel strategy enhancement New Risk Adjusted logics and tools Personnel and cost management Cost reduction Other projects Sustainability and innovation strengthening Liquidity management 11 projects 7 projects 5 projects 4 projects 9 projects Page | 23 1) “Commercial” area 4 tracks and 11 projects: ~28 mn € of investments1 | Strettamente riservato e confidenziale Major initiatives Commercial performance optimization Commercial Business model evolution Multi-channel strategy enhancement Sustainability and innovation strengthening New advanced pricing logics and tools Group‟s commercial offer development through: o extension of value proposition to non-banking solutions and services o rationalization of the Group's current products catalogue Implementation of the new customers service model CRM strengthening and introduction of segmentation models based on customers value Development of high value-added services Customer satisfaction improvement by adopting rules for experience and service excellence Implementation of the new integrated multichannel model: o new direct channels renewal o introduction of new advanced ATMs o creation of new Group Contact Center (inbound and outbound) o introduction of logic and tools for proactive commercial proposals o strengthening Marketing & Digital Communication to support acquisition Branches rationalization and new concept introduction Enhancement of existing customer base by applying “lifetime value” profitability models Acquisition of new customer targets Set up of the “Innovation Factory” to sustain Group renewal Brand, Identity and Reputation +1.2 pips acquisition rate at 2014 +0.8 pips retention rate at 2014 +7% mass market cross selling at 2014 ~250 FTEs to strengthen branches network 1) Total direct costs and amortization charges for the 3 years (2012-2014) Page | 24 1) “Commercial” area Branches optimization/ rationalization Branch Network “as-is” | Strettamente riservato e confidenziale “2 x 1” Programme Branch Network “to-be” 25 new branches opening primarily on 12 provincial capitals 50 potential closures of non-performing branches, ~2 for every new branch opening New openings Peninsula rationalization Spin-off of Lazio branches from Banca della Campania to BPER Transfer to BPER of part of Banco di Sardegna and Banca di Sassari's peninsula branches Relaunch/ optimization of 15% of the actual network “Island” Mission ~15% of non-performing branches # branches % on total Openings 20-25 ~2% ~30 peninsula provinces not covered Branch swaps between Banco di Sardegna and Banca di Sassari Branches of Banco di Sardegna and Banca di Sassari overlaps in the Sardinian provinces Organization efficiency programme aimed at branches with high operating costs Closures 40-50 ~4% Potential closure of overlapping branches Swap/Transfer 40-50 ~4% 150-200 10-15% 35 Sardinian banks branches in the peninsula Optimization Note: Branch plan subject to authorization by the Bank of Italy BPER BPRA BPAP CRAQ BPLS BPMZ BCAM BSAR and/or BSSS BPLS + CRAQ BPER + BPAP + BSAR + CRAQ + BSSS + BCAM Not present Page | 25 1) “Commercial” area New customer Business Model | Strettamente riservato e confidenziale New customer Business Model 1. PROCESSES PROCESSES 3. RELATIONSHIP Shift from a transactional approach Client 2. to a relational approach PRODUCTS Enabling elements Enhance branch Manager centricity New branch roles Commercial behaviour “best of breed” boost New branch organizational models: o 4 dimensional clusters (small, medium, large, “extra”) 1 PROCESSES 2 3 Definition and introduction of new customer service models differentiated by type of needs Creation of branch micro-portfolios and assignment of specific commercial relationship Managers PRODUCTS Identification, for each business model, of the best set of products to serve the client RELATIONSHIP Definition of roles and activities required to boost client relationship o segment differentiation New portfolio criteria based on branch size Page | 26 1) “Commercial” area The new multi-channel strategy in 7 pillars | Strettamente riservato e confidenziale New Internet Banking for Individuals and SME customers renewed and upgraded with advanced features INTERNET BANKING x2 number of features New commercially-oriented sites of all Group banks, in addition to the Group's new institutional site New Mobile Banking platform available INSTITUTIONAL SITES MOBILE BANKING Group institutional website commercially-oriented websites 9 16 features, 3 new Apps Multichannel approach ONLINE OFFER CONTACT CENTRE ~20 dedicated specialists 15+ new inbound and +40% 3 new products managed expected increase in operations through direct channels completely online outbound functionalities New Group’s online offer to exploit the potential of new direct channels and enable customer acquisition New Group Contact Centre, integrated with CRM to manage inbound and outbound contacts BRANCH CONCEPT ADVANCED ATMs 50 branches involved 100 new advanced ATMs in ~ New branch concept (new layout, more automation, branch as a “shop”, ...) the next 3 years New advanced ATMs to push self-service activities Page | 27 2) “Capital and Risk” area 4 tracks and 7 projects: ~10 mn € of investments1 | Strettamente riservato e confidenziale Major initiatives Activation of validation process of internal models for credit risk within the time horizon of the Plan Basel II Evolution of the calculating method for the operational risk capital requirement (TSA) Capital and Risk Activation of a framework to manage reputational risk ~80 bps CT1 adoption of credit risk and TSA internal models Industrialization and informatization of non performing loans management Efficient management of Group NPLs Analysis and implementation of potential specific initiatives / not-ordinary actions to reduce non performing loans stock Direct costs optimization related to non performing management loans (internal and external legal fees) New Risk Adjusted logics and tools Liquidity management ~6 mn € lower legal expenses New framework to assess consolidated and individual risk propensity Risk Adjusted metrics evolution New department/office to ensure continuous RWA optimization ~2.3 bn € RWA lower absorption Strengthening rules and processes for Group liquidity management 1) Total direct costs and amortization charges for the 3 years (2012-2014) Page | 28 2) “Capital and Risk” area Focus on efficient management of Group NPLs | Strettamente riservato e confidenziale Non performing loan management “to be” model Non performing loan amount A “SMALL” NON PERFOMING Objectives ■ Improve management by: o improving recoveries efficacy o improving handling efficiency o reducing stock ■ Contain external legal assistance costs ■ Release personnel thanks to the centralization of stock management and specialization by loan type LOANS < 25 k€ BPER Group Outside companies B NON PERFOMING LOANS BETWEEN 25 k€ AND 1 mn € Bank/Division Litigation offices Group Litigation Function C “LARGE” NON PERFOMING LOANS > 1 mn € Group banks Service Action Non performing loans sale/outsourcing New Group Litigation function to coordinate local Litigation Offices activities Non performing loans ownership transfer to an internal vehicle company and centralization of non performing loans management at a Group service company Standardization Litigation management Group-wide standardized criteria definition Litigation management process standardization and industrialization Portfolio segmentation Employees professionals specialisation Expected Benefits Internal structures streamline Closing times reduction % recovery increase Page | 29 3) “Human Resources” area 3 tracks and 5 projects: ~5 mn € of investments1 | Strettamente riservato e confidenziale Major initiatives Identification and exploitation of “high potential” profiles Values, behaviors and competencies standardization Development of excellent competencies on high responsibility roles “Personnel engagement” improvement trough: Human Resources HR Development o enhancement of Corporate Welfare policies by developing an employees dedicated offer ~5 mn € lower personnel accessory costs in three years o improvement in working conditions of female staff also through Work life Balance and Diversity Management policies o reinforcement of the relationship with Unions inspired by principles of fairness and respect o specific training for personnel reconversion/ requalification Training & Communication Development of internal communication tools in order to increase employees involvement/ alignment to corporate objectives New Group Intranet as a unique access point for all corporate information ~1,200 employees to relocate/ re-qualify ~5% personnel gross cost synergies2 Personnel & cost management Activation of specific program for the management of Employees turnaround Personnel management and cost control enhancement 1) Total direct costs and amortization charges for the 3 years (2012-2014) 2) Net value without considering costs generated by employees turnaround Page | 30 4) “Operations” area 3 tracks and 4 projects: ~5 mn € of investments1 | Strettamente riservato e confidenziale Major initiatives Operations BPER Services evolution Paperless (Green Bank) Cost reduction Branch processes additional streamlining and “commercial time” release: o operational processes simplification o technology infrastructure upgrade o administrative activities centralization Expansion of scope of activities in charge of BPER Services' Operations Division “Paperless” solutions development: o biometric autographed signatures recognition device introduction in branches o negotiated cheques dematerialization o Headquarters‟ paper-intensive processes dematerialization o development of advanced knowledge management/ authentication o common processes rationalization (e.g. PEC, ...) Cost Reduction initiatives: o strengthening the expenditure management at Group level o Suppliers rationalization o Group-wide long-term partnerships definition o specific products prices renegotiations ~400 FTE commercial time release ~30 branch processes to be streamlined ~13 expense categories to be focused on specific initiatives ~-20 mn € target other administrative expenses reduction 1) Total direct costs and amortization charges for the 3 years (2012-2014) Page | 31 4) “Operations” area Focus on Cost Reduction track | Strettamente riservato e confidenziale Consulting and professional services New selection and suppliers assessment criteria Legal consultants rationalization New criteria for the adoption of external consultants -8.0% costs in 2014 Procurement office Group-wide suppliers prices renegotiation Standardization and creation of a Group-wide catalogue for procured products and promotional materials Facilities service “Cost Reduction” programme Suppliers rationalization trough the definition of long-term partnerships Standardization of logos/ furnishings used among branches and definition of regulations for standard equipment -7.4% -5.4% costs in 2014 costs in 2014 Other expenses1 Long-term contracts definition Number of suppliers rationalization Maintenance and properties rental Office space and properties rationalization, considering investments/ disposals opportunities Rental contracts market value realignment -8.1% -5.7% costs in 2014 costs in 2014 1) Includes: information and enquiries, security, transportation and counting of cash, information assets, computer services and advertising Page | 32 5) “Business governance” area 3 tracks and 9 projects: ~7 mn € of investments1 | Strettamente riservato e confidenziale Business Governance and Supervision Major initiatives Group harmonization Group-wide documents harmonization (Knowledge Management) and IT tools improvement Centre/Network right-sizing models evolution in order to rationalize costs and branches organization Internal control system AML (Anti Money Laundering) internal control systems empowerment through detection tools introduction Remote control systems empowerment Operating limits monitoring systems empowerment Other projects Compliance development (proactive and preventive approach) Activation of a new IT platform to monitor and control Group's financial information 1) Total direct costs and amortization charges for the 3 years (2012-2014) Page | 33 Actions plan for Banco di Sardegna and Banca di Sassari | Strettamente riservato e confidenziale Actions plan for Banco di Sardegna and Banca di Sassari 1 Banks streamlining and Operational Machine empowerment 2 Branches rationalization Interventions to rationalize the organizational structure of Banco di Sardegna and Banca di Sassari BPER Services' “Sardinian Hub” strengthening “Peninsula” Mission: o Partial transfer of the “peninsula” branches to BPER “Island” Mission: o branches “swap” between Banco di Sardegna and Banca di Sassari (apx. 10% of Sardinia branches), in order to reduce/eliminate overlaps o local areas re-definition o “new branch” concept introduction to enable small branches efficiency BSAR Business Plan minimum objective Net profit 2014 >50 mn € 3 Operating costs significant reduction Administrative costs containment interventions Property assets enhancement/rationalization Page | 34 Agenda | Strettamente riservato e confidenziale 1. Outlook for the Group and main results 2. Business Plan 2012-2014 Cornerstones and actions Economic and financial targets Page | 35 Forecast 2012/ 2014: economic scenario | Strettamente riservato e confidenziale 2012e 2009 2010 2014e 2013e 2011 Prometeia Confindustria O.E.C.D. Prometeia Confindustria O.E.C.D. Prometeia Change in % GDP -5.1 1.4 0.3 -1.7 -1.6 -0.5 0.2 0.6 0.5 1.5 Inflation 0.8 1.5 2.8 2.6 2.2 1.9 2.7 2.1 1.2 1.6 General prod. price index -5.4 3.1 5.0 2.6 - - 1.0 - - 0.8 Industrial production -18.2 6.5 0.1 -4.1 - - 0.8 - - 2.7 Unemployment rate 7.8 8.4 8.2 8.9 8.9 8.3 9.2 9.0 8.6 8.8 Household consumption -2.0 1.1 0.3 -2.2 -1.0 0.2 -1.0 0.4 0.2 1.2 Exports of goods and services -19.1 12.0 6.2 1.2 0.2 1.7 3.6 3.6 4.2 4.0 BCE interest rate1 1.2 1.0 1.3 0.8 - - 0.5 - - 0.5 3m Euribor interest rate 1.2 0.8 1.4 1.0 - - 1.0 - - 1.2 10y BTPs interest rate 4.3 3.9 5.3 5.6 - - 5.6 - - 5.5 527 ~300 - - ~300 - - ~300 Year-end figures (%, bps) 10y BTP-Bund spread Forecast figures 1) Finance Department forecast 2) Source: Prometeia “Rapporto di Previsione”, January 2012; Confindustria “Scenari economici”, December 2011; O.E.C.D. “Economic Outlook”, December 2011 Page | 36 Forecast 2014/ 2016: P&L and main KPIs (€ mn, %, pips) | Strettamente riservato e confidenziale 2011 Ordinary Gross margin (NII + NCI) Not-ordinary items 2014e Cagr2 (%)/ Δ (pips) 2011-2014 2016e Cagr (%)/ Δ (pips) 2014-2016 Total 2,024 2,024 2,197 2.8% 2,336 3.1% Dividends & net profit from fin. activities 77 77 38 -21.0% 65 31.2% Net interest & other banking income 2,101 2,101 2,234 2.1% 2,401 3.7% Net provisions -350 -350 -364 1.3% -295 -10.1% Operating costs -1,260 18 -1,243 -1,270 0.3% -1,277 0.3% Non-operating result -1 -107 -109 0 n.s. 0 n.s. Profit before taxes 489 -90 400 600 7.0% 829 17.6% Net profit 272 -35 237 348 8.5% 481 17.6% Minorities -23 -23 -32 12.3% -44 17.6% Net profit - Parent Bank 249 215 315 8.2% 436 17.6% -35 Cost/income ratio1 62.3% 61.4% 57.8% -4.5 pips 54.7% -3.1 pips Cost of credit 0.71% 0.71% 0.67% -0.04 pips 0.50% -0.17 pips ROE - Parent Bank 7.5% 6.4% 7.7% 0.2 pips 9.5% 1.8 pips ROTE - Parent Bank 8.5% 7.3% 8.5% 0.0 pips 10.4% 1.9 pips Loans 48,186 54,577 4.2% 58,910 3.9% Direct deposits 48,580 53,830 3.5% 57,702 3.5% Forecast figures 1) Operating costs/ gross margin 2) Calculated considering 2011 ordinary results base year Page | 37 Forecast 2014: direct deposits and loans | Strettamente riservato e confidenziale Direct deposits (mn €, %) CAGR 2011/2014 + 3.5% +1,300 53,830 +4,950 48,580 -1,000 2011 Public treasuries shortfall required by “Manovra Monti” ■ Direct deposits and loans balanced growth (not considering public treasuries shortfall due to “Manovra Monti”) Inertial growth BP 12-14 growth 2014e ■ The 2014 expected loans/ deposits ratio is apx. 101.3% compared with 99.2% at the end of 2011 ■ Coverage of non performing and watch list loans expected to grow slightly Loans (mn €, %) CAGR 2011/2014 + 4.2% +5,791 +600 54,577 Inertial growth BP 12-14 growth 2014e ■ Without considering specific actions to reduce NPL stock, the weight of non performing/ watch list loans to total loans will remain still high at the end of the 3 years 48,186 2011 Page | 38 Forecast 2014: main economic figures (1 of 2) Focus on revenues and cost of credit | Strettamente riservato e confidenziale NII + NCI (mn €, %) CAGR 2011/2014 + 2.8% +80 2,197 ■ Good growth in NII and NCI leveraging revenue synergies expected from the Business Plan initiatives, which could almost double the inertial growth ■ Gradual release, with a negative sign, of the Fair Value Option, which had generated a significant benefit in 2011 +93 2,024 ■ Slight improvement in the cost of credit in 2014 2011 Inertial growth Revenue synergies 2014e Finance (mn €, %) Cost of credit (%) CAGR 2011/2014 + 20.6% Dividends 76 +7 +146 Δ 2011/ 2014 - 0.04 pips FVO Trading, plus, minus 0.71% 0.72% 0.71% 2011 2012e 2013e 0.67% 38 +5 +63 -30 -77 2011 2014e 2014e Page | 39 Forecast 2014: main economic figures (2 of 2) Focus on costs and cost/ income | Strettamente riservato e confidenziale Other administrative costs (mn €, %) ■ Decrease in administrative costs despite the efforts required by the Business Plan 2012-14 CAGR 2011/2014 - 0.33% +20 -45 ■ Slight increase in payroll costs due to one-off costs and turnover incentives +20 501 2011 496 Inertial growth BP 12-14 growth Cost synergies ■ Improvement in cost/income ratio by 4.5 pips in the three years (expected 3.1 pips additional reduction by 2016) 2014e Payroll costs (mn €, %) Cost/income ratio1 (%) CAGR 2011/ 2014 + 0,97% +30 Δ 2011/ 2014 - 4.5 pips -40 +33 62.3% 63.1% 62.1% 20112 2012e 2013e 57.8% 809 786 2011 Inertial growth Personnel turnaround costs Cost synergies 2014e 2014e 1) Operating costs/gross margin 2) Data for 2011 is based on ordinary P&L Page | 40 Forecast 2014: “Gross” and “Net” synergies Breakdown by type and enabling action (mn €) | Strettamente riservato e confidenziale Synergies in 2014 by type and enabling actions Ordinary actions 40 Not-ordinary actions 165 20 30 45 115 32 80 13 Revenue synergies Cost synergies Personnel cost synergies Total Gross synergies BP 12-14 projects implementation costs Personnel turnaround costs Total Net synergies Page | 41 Forecast 2014: Revenue and Cost synergies Breakdown by project (€ mn, %, values in 2014) | Strettamente riservato e confidenziale Revenue Gross synergies in 2014 80 19 % 17 Impact on Net interests and other banking income 2011 16 10 Total revenue synergies 8 10 Business model evolution Multi-channel strategy enhancement Development of high value-added services Advanced pricing management Enhancement of existing customer base +0.93% +0.81% +0.76% +0.47% +0.38% +3.81% Other +0.46% Cost Gross synergies in 2014 85 40 % Impact on Operating Costs 2011 18 13 6 Total cost synergies -6.84% Personnel cost synergies -3.22% 3 2 2 1 Paperless Cost Reduction New Group structure Efficient management of Group NPLs Network rationalization HR Cost Management Evolution of Group Operations -1.46% -1.06% -0.49% -0.20% -0.16% -0.12% -0.11% Page | 42 Investments and direct costs in the 3-year period 2012-14 Breakdown by year and area (mn €) | Strettamente riservato e confidenziale Breakdown costs/ investments1 by year and area Costs/ investments by year Costs/ investments by area 144 50 89 70 28 10 5 Capital and Risk Human Resources 24 2012e 2013e 2014e Total 2012-2014 Not-ordinary Commercial actions 5 7 Operations Business governance 1) Costs + amortization charges per year Page | 43 Forecast 2014: Core Tier 1 Ratio | Strettamente riservato e confidenziale Core Tier 1 Ratio evolution (%) 0.80 0.21 7.83 0.13 0.21 9.18 8.38 8.40 7.60 7.10 2011 Inertial Not-ordinary actions Ordinary actions Sub-total 2014e Basel II 2014e Common equity ratio (%) Page | 44 Contacts for Investors and Financial Analysts | Strettamente riservato e confidenziale Gilberto Borghi Alessandro Simonazzi Head of Investor Relations Head of Planning & Control Via San Carlo, 8/20 Via San Carlo, 8/20 41100 Modena - Italy 41100 Modena - Italy Ph. +39 059 2022194 Ph. +39 059 2022014 e-mail: gilberto.borghi@bper.it e-mail: alessandro.simonazzi@bper.it Page | 45