Intesa Sanpaolo’s Acquisition of Good Assets from Failed Italian Banks Is Credit Positive
On Monday, Italian lender Intesa Sanpaolo S.p.A. (A3 negative/Baa1 stable, baa32 ) acquired most of the assets and liabilities of failed banks Banca Popolare di Vicenza S.p.A. (BP Vicenza, unrated) and Veneto Banca S.p.A. (unrated). The acquisitions are credit positive for Intesa because they will increase the bank’s current client base and increase economies of scale. The acquisitions will add between one and two percentage points to Intesa’s 16% share of the Italian lending market, and to its 17% share of the country’s deposit base. Intesa’s asset quality will slightly improve, given that it is not acquiring any of the two smaller banks’ problem loans, and a cash contribution from the Italian government will ensure that its capital ratios are unaffected. The transaction also is credit positive for Italian banks generally because it reduces the risk of contagion and shores up retail investors’ confidence. BP Vicenza’s and Veneto Banca’s depositors, senior bondholders and retail subordinated bondholders will not bear losses, and the banks’ branches will continue operating for now. The European Central Bank (ECB) last Friday deemed BP Vicenza and Veneto Banca as failing or likely to fail because neither bank had met capital requirements nor submitted credible remedial action plans. Following the ECB decision, the European Union’s Single Resolution Board (SRB) decided that the banks would be wound down under Italian law, and would not be resolved under the European Banking Recovery and Resolution Directive (BRRD). The ECB and SRB decisions allowed the Italian government to intervene without imposing losses on creditors equal to at least 8% of the banks’ assets, as required under the BRRD in a resolution scenario. However, European Union state aid restrictions still apply and as a result, BP Vicenza’s and Veneto Banca’s equity and subordinated debt will be required to bear losses. The Italian government, Intesa and the Italian banking system will reimburse retail subordinated bondholders at a later date. Under the transaction, Intesa acquired all of BP Vicenza’s and Veneto Banca’s assets and liabilities, with the exception of the banks’ problem loans, some subsidiaries and equity stakes inconsistent with Intesa’s strategy (e.g., Veneto Banca’s private banking company Banca Intermobiliare di Investimenti e Gestioni S.p.A., unrated), and the two banks’ subordinated bonds. The assets Intesa acquired include high-risk performing loans worth €4 billion. Under the agreement, if these loans become problem loans by the end of 2020, Intesa will be able to transfer them to a newly created bad bank that will manage BP Vicenza’s and Veneto Banca’s problem loans. All assets not acquired by Intesa will be wound up under Italian insolvency procedures. The Italian government will provide a €4.8 billion tax-exempt cash contribution to Intesa to maintain the bank’s common equity Tier 1 ratio at 12.5%. The cash will also finance a restructuring of the acquired operations, and fund some severance payments that the bank will need to make following the acquisition. The Italian government will also provide Intesa with €1.5 billion in guarantees to protect the bank from risks arising from past decisions by BP Vicenza and Veneto Banca management. BP Vicenza’s and Veneto Banca’s deposits and senior bonds will be transferred to Intesa without losses, while equity and subordinated debt issued by the two failed banks will be written off. The banks’ equity was mostly owned by bank rescue fund Atlante, whose main shareholders, Italian banks, significantly wrote down the value of their stakes in 2016 and first-quarter 2017. BP Vicenza’s and Veneto Banca’s retail subordinated bondholders, which between them hold around €200 million in bonds, will be reimbursed in full. Most of the bonds’ notional amount will be provided by the Italian government, with the rest covered by Intesa and other Italian banks
E' positivo si....a sto prezzo...