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Rating Action:

Moody's takes rating actions on BPER and Unipol Banca

13 Feb 2019

Rating actions follow the announcements of the acquisition of Unipol Banca by BPER

Paris, February 13, 2019 -- Moody's Investors Service ("Moody's") today changed the outlook on the long-term deposit and issuer ratings of BPER Banca S.p.A. (BPER) to positive from negative. Concurrently, these ratings were affirmed at Baa3 and Ba3 respectively. Moody's also placed the b1 adjusted baseline credit assessment (BCA) and and the long-term and short-term deposit ratings of Unipol Banca S.p.A. (Unipol Banca) on review for upgrade; the senior unsecured debt ratings were affirmed and the outlook changed to positive from developing. The rating action follows the announcement made by BPER on 8 February 2019 that its board of directors had approved the acquisition of 100% of Unipol Banca, while the sale to BPER was approved by the boards of Unipol Banca's shareholders Unipol Group S.p.A. and UnipolSai Assicurazioni S.p.A..

Moody's views the announcement as credit positive for both banks. For BPER, Moody's expects the transaction to strengthen its franchise in Italy, improve its asset quality, and create opportunities for cost synergies, whilst having a marginal negative impact on capital. As Unipol Banca will be fully integrated into the BPER group after the acquisition is finalized, Moody's expects its ratings and assessments to converge towards those of BPER.

A full list of affected ratings can be found at the end of this press release.

RATINGS RATIONALE

BPER

BPER is the sixth largest Italian bank, with total assets of around €71 billion at end-2018. The bank's standalone BCA of ba3 is driven by sound capital and liquidity, mitigating its very large stock of problem loans and low profitability. BPER expects to finalize the acquisition of Unipol Banca in the third quarter of 2019 and the transaction would result in a balance sheet of over €80 billion. BPER also announced the acquisition of its residual stake in the subsidiary Banco di Sardegna of which BPER already held 51% of the ordinary shares.

The acquisition of Unipol Banca will be achieved through a cash payment of €220 million, while the acquisition of the residual stake in Banco di Sardegna will be carried out though the issue of 33 million new BPER shares and €150 million of convertible additional Tier 1 securities entirely taken up by the current minority shareholder Fondazione Banco di Sardegna. BPER estimates that the two transactions will have a negative impact on its Common Equity Tier 1 ratio of 50 basis points, and that the pro-forma fully phased-in CET1 ratio will thus decrease to 11.4% from 11.9% at end-2018.

Moody's expects BPER's asset quality to improve with the acquisition of Unipol Banca, given a pro-forma problem loan ratio of 11.6% compared to 13.8% for BPER alone at end-2018. Unipol Banca has undergone a material derisking process in the last two years, its problem loan portfolio at end-2018 being almost exclusively composed of unlikely-to-pay loans (rather than the inferior quality bad loans), even though such loans still account for a relatively high 9.6% of the gross loan book. The improvement in BPER's problem loan ratio also includes the impact of the disposal of a portfolio of around €1 billion of gross bad loans that BPER has agreed to sell to Unipol Banca's current shareholder Unipol Gruppo S.p.A. (Ba2 long-term issuer rating/Stable).

BPER expects to obtain material cost synergies from the integration of Unipol Banca in the range of €85-€95 million per year, mostly to be achieved through branch closures and staff reductions, given that the two banks are based in the same region of Emilia Romagna in north-east Italy. BPER's cost-income ratio is relatively high at around 65% in 2018 and a successful streamlining of its operating cost base and branch network would be credit positive by enhancing the bank's capital generation potential. BPER also expects to increase its deposit base to over €60 billion from the current €50 billion.

UNIPOL BANCA

The b2 BCA of Unipol Banca reflects the bank's strengthened asset risk and sound liquidity but also its modest capital and weak profitability. Moody's does not expect to change the BCA until the bank is merged into BPER.

The b1 adjusted BCA, currently benefiting from one notch of uplift for affiliate support from Unipol Gruppo, together with the Ba1 long-term deposit rating and the Not-Prime short-term deposit rating of Unipol Banca, were placed under review for upgrade. When the transaction closes, Moody's expects Unipol Banca's creditors to benefit from the greater financial strength of BPER and hence that Unipol Banca's adjusted BCA and deposit ratings will likely be aligned with BPER's BCA and deposit rating respectively. The senior unsecured debt rating was affirmed at Ba3 as it is aligned with the issuer rating of BPER.

OUTLOOK

The positive outlook on BPER's ratings reflects Moody's view of the potential for an upgrade in the BCA and ratings if BPER successfully integrates Unipol Banca while reducing its operating cost structure and asset risk.

The outlook on the Ba3 senior unsecured rating of Unipol Banca was changed to positive from developing, in line with the positive outlook on the Ba3 issuer rating of BPER.

WHAT COULD CHANGE THE RATINGS UP

BPER's BCA could be upgraded if (1) the bank were able to significantly reduce its stock of problem loans while maintaining strong levels of capitalisation; and (2) showed a sustained increase in profitability. An upgrade in the BCA would likely lead to an upgrade of all ratings.

The ratings and assessments of Unipol Banca could be upgraded following the completion of the acquisition by BPER. The senior unsecured debt rating could be upgraded if after the transaction is completed BPER's issuer rating is upgraded.

WHAT COULD CHANGE THE RATINGS DOWN

Given the positive outlook on BPER's ratings, a downgrade is unlikely. However, BPER's BCA could be downgraded if: (1) problem loans failed to decline materially; (2) the bank reported material capital-eroding losses. A downgrade in the BCA would likely lead to a downgrade of all ratings. The long-term ratings could also be downgraded if the stock of bail-in-able debt fell faster than anticipated, increasing loss-given-failure for creditors.

Given the positive outlook on Unipol Banca's senior unsecured rating and the review for upgrade on the adjusted BCA and deposit rating, a downgrade is unlikely. However, the ratings and assessments could be confirmed at current level if the transaction failed; a downgrade could result from (i) a downgrade of Unipol Gruppo, (ii) lower likelihood of Unipol Gruppo parental support, (iii) erosion of Unipol Banca's Common Equity Tier 1 ratio, (iv) a continued reduction in the stock of senior debt that would increase the loss given failure for this instrument.

LIST OF AFFECTED RATINGS

Issuer: BPER Banca S.p.A.

..Affirmations:

....Long-term Counterparty Risk Ratings, affirmed Baa3

....Short-term Counterparty Risk Ratings, affirmed P-3

....Long-term Bank Deposits, affirmed Baa3, outlook changed to Positive from Negative

....Short-term Bank Deposits, affirmed P-3

....Long-term Counterparty Risk Assessment, affirmed Baa3(cr)

....Short-term Counterparty Risk Assessment, affirmed P-3(cr)

....Baseline Credit Assessment, affirmed ba3

....Adjusted Baseline Credit Assessment, affirmed ba3

....Long-term Issuer Rating, affirmed Ba3, outlook changed to Positive from Negative

....Senior Unsecured Medium-Term Note Program, affirmed (P)Ba3

....Subordinate Regular Bond/Debenture, affirmed B1

....Subordinate Medium-Term Note Program, affirmed (P)B1

..Outlook Action:

....Outlook changed to Positive from Negative

Issuer: Unipol Banca S.p.A.

..Placed on review for upgrade:

....Long-term Counterparty Risk Ratings, currently Ba1

....Long-term Bank Deposits, currently Ba1, outlook changed to Rating under Review from Positive

....Long-term Counterparty Risk Assessment, currently Ba1(cr)

....Adjusted Baseline Credit Assessment, currently b1

....Short-term Counterparty Risk Assessment, currently NP(cr)

....Short-term Counterparty Risk Ratings, currently NP

....Short-term Bank Deposits, currently NP

..Affirmations:

....Baseline Credit Assessment, affirmed b2

....Senior Unsecured Regular Bond/Debenture, affirmed Ba3, outlook changed to Positive from Developing

..Outlook Action:

....Outlook changed to Rating under Review from Positive(m)

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Banks published in August 2018. Please see the Rating Methodologies page on www.moodys.com for a copy of this methodology.

REGULATORY DISCLOSURES

For ratings issued on a program, series or category/class of debt, this announcement provides certain regulatory disclosures in relation to each rating of a subsequently issued bond or note of the same series or category/class of debt or pursuant to a program for which the ratings are derived exclusively from existing ratings in accordance with Moody's rating practices. For ratings issued on a support provider, this announcement provides certain regulatory disclosures in relation to the credit rating action on the support provider and in relation to each particular credit rating action for securities that derive their credit ratings from the support provider's credit rating. For provisional ratings, this announcement provides certain regulatory disclosures in relation to the provisional rating assigned, and in relation to a definitive rating that may be assigned subsequent to the final issuance of the debt, in each case where the transaction structure and terms have not changed prior to the assignment of the definitive rating in a manner that would have affected the rating. For further information please see the ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.

For any affected securities or rated entities receiving direct credit support from the primary entity(ies) of this credit rating action, and whose ratings may change as a result of this credit rating action, the associated regulatory disclosures will be those of the guarantor entity. Exceptions to this approach exist for the following disclosures, if applicable to jurisdiction: Ancillary Services, Disclosure to rated entity, Disclosure from rated entity.

Regulatory disclosures contained in this press release apply to the credit rating and, if applicable, the related rating outlook or rating review.

The below contact information is provided for information purposes only. Please see the ratings tab of the issuer page at www.moodys.com, for each of the ratings covered, Moody's disclosures on the lead rating analyst and the Moody's legal entity that has issued the ratings.

Please see www.moodys.com for any updates on changes to the lead rating analyst and to the Moody's legal entity that has issued the rating.

Please see the ratings tab on the issuer/entity page on www.moodys.com for additional regulatory disclosures for each credit rating.

Fabio Ianno
VP - Senior Credit Officer
Financial Institutions Group
Moody's France SAS
96 Boulevard Haussmann
Paris 75008
France
JOURNALISTS: 44 20 7772 5456
Client Service: 44 20 7772 5454

Nicholas Hill
MD - Banking
Financial Institutions Group
JOURNALISTS: 44 20 7772 5456
Client Service: 44 20 7772 5454

Releasing Office:
Moody's France SAS
96 Boulevard Haussmann
Paris 75008
France
JOURNALISTS: 44 20 7772 5456
Client Service: 44 20 7772 5454

No Related Data.
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