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