Acquisition of Generali s Minority Participation in the Insurance and Annuities Business

Transcription

1 Acquisition of s Minority Participation in the Insurance and Annuities Business Conference Call June 19 th,

2 Transaction Highlights On June 11, 2013, Grupo Financiero Banorte, S.A.B. de C.V. ( GFNorte ) announced that it had signed a binding agreement with Assicurazioni, S.p.A. ( ) to purchase s 49% equity interests in Seguros Banorte and Banorte, GFNorte s insurance and pensions consolidated JV subsidiaries, respectively. GFNorte agreed to pay a total of US$857.5 million in cash, comprised of: Seguros Banorte : US$637.0MM, including US$48.4MM in excess capital as of the end of April 2013 implied multiples of 18.0x 2012 net income, or 16.5x excluding excess capital, and 13.5x 2013E net income. Banorte : US$220.5MM, including US$31.1MM in excess capital as of the end of April 2013 implied multiple of 4.9x 2012 book value and 4.3x 2013E book value. Upon closing, GFNorte will own 100% of both entities. Transaction is subject to the approval of the Ministry of Finance and Public Credit (hearing the opinion of the Mexican National Commission of Insurance and Bonding) and the Antitrust Commission, and other customary closing conditions. The binding agreement contemplates a period of 180 days to obtain such regulatory approvals. As a result, we expect to close the transaction before December GFNorte is evaluating different alternatives to finance the acquisition of these minority equity interests, including, but not limited to, the proceeds from the contemplated equity offering announced on June 12 th. 2

3 Transaction Rationale Compelling growth opportunities in the insurance and annuities businesses given that Mexico has one of the lowest insurance penetration rates in Latin America and of the OECD countries. Bancassurance has reported higher growth rates than traditional insurance companies. Bancassurance has penetrated mostly the Life and Auto insurance segments and to some extent in Property & Health insurance. Complementary products to banks loans and relationships (e.g., mortgages). Mexico has a demographic profile that will support multi-year growth for these products. Low Penetration of Insurance in Mexico Premiums / GDP (2011) 1.9% 0.9% 3.9% 2.4% 5.0% 1.7% Mexico Chile Canada European Union Total Insurance Life Insurance Bancassurance Dynamics in Mexico Direct Premiums Written (1), Ps. Bn % 8.5% 8.9% 9.3% 7.7% 5.6% 5.1% 5.2% 59.9 OECD - Total Japan 18.6% 23.1% 25.1% 26.7% 28.9% 29.1% 31.6% 29.3% 32.5% 32.4% USA Source: OECD, CNSF 1) Includes all insurance and annuities products Banks Insurance Companies Banks DPW as % of Total 3

4 Transaction Rationale (Cont d) Assets with leading market positions and attractive growth profiles and profitability. Seguros Banorte has reported Net Income CAGR of 28% while its ROAE was 32.1% in Banorte is the market leader in a segment that is poised to benefit from our investment in Afore XXI Banorte and the pensions industry dynamics. has reported Net Income CAGR of 46% while its IRR for new production was 32.3% in Ability to fully control the assets and gain flexibility to operate the businesses, allowing us to fully capture their growth potential. Incentives are aligned to expand the insurance and pensions business and to leverage on GFNorte s multi-channel distribution platform (call center and ATMs). Increased strategic flexibility. Increase our ownership in a business we know well and that is already integrated into our operations. Source: CNSF, Company filings 1) Excludes pension annuities, financial guarantees and housing credit insurance. 9 th Largest Insurance and 4 th Largest Bancassurance Company in Mexico Direct Premiums Written, Market Share (1) (2012) 14.3% M et Lif e M exico 12.5% GNP 10.4% AX A 6.1% 6.1% 5.9% 5.4% 4.7% 4.2% Inb ursa B B V A B anco mer Market Leader in the Annuities Business Direct Premiums Written, Market Share (2012) 45.88% Banorte 39.22% BBVA Bancomer 14.32% Profuturo GNP M o nt errey Qualit as N ew Y o rk Lif e B ano rt e 0.29% 0.10% 0.07% 0.06% Inbursa HSBC Banamex Sura 4

5 Transaction Rationale (Cont d) Capture earnings leakage from 49% not owned. Further diversification of revenue base. Opportunity to implement additional strategies to further expand and potentiate the business cross selling opportunities/revenue synergies. Revenue synergies are attainable by a more effective implementation of the bancassurance model. Management team in place, with operational experience in both entities, ready to execute business plan no management distractions. Contribution from Insurance Business for Leading Mexican Banks Majority Net Income Pie Breakdown (2012) 1, GFNorte BBVA Bancomer (1) Increasing Share of Earnings Derived by Non-Banking Businesses GFNorte s Majority Net Income Breakdown Other & Corporate 2.2% Profitability of Leading Mexican Banks Insurance Business 2012 Combined Ratio, % (3) ROAE (4) (2012): 90.5% 94.3% 99.1% 65.4% 74.4% % % Source: CNSF, Company filings 1) Considers a 100% ownership in Seguros Bancomer and Preventis. BBVA Bancomer has a 75.0% and 91.6% stake in Seguros Bancomer and Preventis, respectively, with the BBVA Group holding directly the remaining stakes. 2) Pro forma for the acquisition of Assicurazioni s 49% stake in Seguros and Banorte ; as of 1Q13, the results of Afore Bancomer are included in Afore XXI-Banorte. 3) Combined Ratio = Acquisition Ratio + Loss Ratio + Exp. Ratio; Acquisition Ratio = Net Acquisition Cost / Retained Premiums; Loss Ratio = Net Claims / Premiums Earned; Expense Ratio = Operating Exp. / Direct Premiums Written. Per CNSF s definitions. 4) For Seguros Banorte calculated as annualized earnings as a percentage of the average quarterly equity over the period; for the other insurance companies calculated using the average of the beginning and ending equity balance for the period. Banking Sector 81.9% 95.2% Insurance 95.2 & Annuities H SB C % Insurance 4.3% Annuities 0.5% Afore 4.9% H SB C Vida 84.6% Broker Dealer 6.3% Z urich- Santander Banking and Other Income 4.8% B B VA B anco mer 15.4% Other & Corporate 0.1% Banking Sector 72.3% 1Q13 Pro Forma (2) B ano rte 90.3% Acquisition Ratio Loss Ratio Expense Ratio Insurance 8.5% Annuities 1.5% Inbursa Banamex Afore 10.1% 9.7% 10.0% Broker Dealer 7.4% 49.2% 31.6% 25.1% 49.4% 32.1% 16.0% 25.3% 5

6 Highlights of Seguros and Banorte Historical Direct Premiums Written Historical Net Income and Return on Average Equity Business Breakdown Seguros Banorte Ps. Bn Ps. MM Total Premiums Written, % (2012) % 25.0% 19.2% 18.4% 36.6% 36.2% Earthquake and Other Catastrophe 13.7% Other P&C 13.5% Auto 26.9% Life 29.2% Accidents & Health 16.8% Banorte Q12 1Q13 Historical Direct Premiums Written Ps. Bn Q12 1Q13 Source: CNSF, GFNorte s filings 1) Annualized earnings as a percentage of the average quarterly equity over the period Q12 1Q13 ROAE (1) Historical Net Income and IRR for New Production Ps. MM % % 32.3% % 28.6% 20.5% Q12 1Q13 IRR for New Production Bancassurance: 38.5% Traditional Channels: 61.5% Key Highlights The business has experienced strong growth while profitability has been improving. Complements the Afore business by providing an investment vehicle guaranteeing an income stream for pension clients entering into retirement. 6

7 Potential Synergies Synergies are expected to come mostly from revenue enhancing initiatives. Include additional insurance products not currently offered. Improve use of distribution channels currently underutilized (e.g., call center, ATMs). Enhance and align incentives to sell insurance products. Take advantage of Afore platform to cross-sell annuities products. The ROAE of each Company could expand significantly in the next 3-5 years. Significantly Lower Penetration of Insurance Products per Branch 2012 Bancassurance DPW / Branches (Ps. MM) (1) Total Life Property & Casualty H SB C B ano rte Z urich Santander B B VA B anco mer B ano rte H SB C Z urich Santander B B VA B anco mer B ano rte B B VA B anco mer Z urich Santander Source: CNSF, Company filings. 1) Seguros Banorte s Bancassurance DPW were 38.5% of total. Competitors DPW are done exclusively through Bancassurance. 7

8 Acquisition of s Minority Participation in the Insurance and Annuities Business Conference Call June 19 th,