JV in the credit card business. October 1st, 2014

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1 JV in the credit card business October 1st, 2014

2 Disclaimer This presentation has been prepared by Banco Popular Español solely for purposes of information. It may contain estimates and forecasts with respect to the future development of the business and to the financial results of the Banco Popular Group, which stem from the expectations of the Banco Popular Group and which, by their very nature, are exposed to factors, risks and circumstances that could affect the financial results in such a way that they might not coincide with such estimates and forecasts. These factors include, but are not restricted to, (i) changes in interest rates, exchange rates or any other financial variables, both on the domestic as well as on the international securities markets, (ii) the economic, political, social or regulatory situation, and (iii) competitive pressures. In the event that such factors or other similar factors were to cause the financial results to differ from the estimates and forecasts contained in this presentation, or were to bring about changes in the strategy of the Banco Popular Group, Banco Popular does not undertake to publicly revise the content of this presentation. This presentation contains summarised information and may contain unaudited information. In no case shall its content constitute an offer, invitation or recommendation to subscribe or acquire any security whatsoever, nor is it intended to serve as a basis for any contract or commitment whatsoever.

3 Setting a JV in the card business with Värde Partners Main highlights and rationale of the transaction 1 Banco Popular has agreed to sell a 51% stake of Banco Popular-e.com to Värde Partners to create a JV in the credit card business in Spain 2 Banco Popular-e.com, including the recently acquired business of Citibank, is a leading institution in the Spanish credit cards market 3 The JV will benefit from Citi s expertise in revolving and direct sales channels and from Popular s customer base and diversified business mix, large branch network, innovative drive and co-branded products which should provide an important source to increase the revenues of the JV 4 The deal allows us to materialize the value of our credit card business (e.com) resulting in a significant capital gain ( 422m) and will allow us to benefit from substantial synergies potential 3

4 Transaction structure & impacts Transaction structure 51% 49% Cards Cards Cards c.3.4 million cards 1.4 m debit cards 1.9 m credit cards 0.1m revolving 0.5bn receivables Deposits Banco Popular s online platform currently ranks 4th among Spanish e-banking operations c.4.5 m cards 1.9bn receivables Deposits To be obtained through Bancopopular-e online banking platform 2.0 bn deposits (from Citibank) c.1.1m cards 1.4bn receivables Deposits 2 bn of deposits Combined entity highlights The combination of the card business would result in a leading platform with c.4.5 million of cards in force and assets of c. 2bn, with a market share of 7.5%. Potential synergies up to 51.4m from the integration of both businesses (23% of the combined cost base) to be achieved in 3 years obtained from direct savings and IT migration: 45 Citibank s branches to be gradually closed transforming a retail business into an online bank. The JV will hold stable and broaden funding sources, mainly gathering deposits through Banco Popular s online platform and also access to wholesale funding in the future 4

5 Main financials of the transaction Price of the 51% stake 510m P/E 20x 2013 proforma 14x 2014e Capital gain 422m, of which: 213m in cash (monetizing 51% stake sold to Värde) 209m due to the revaluation of the 49% stake we hold Net of taxes capital gain 383m Capital impact > 55 bp of capital generation that will fully compensate Citibank assets acquisition 5

6 Final remarks 1 The combination of Popular and Citi s card business results in a leading business with access to new segments through new distribution channels 2 The new company will be the fourth player in the sector, with 7.5% market share. It will create a platform with greater volume and a full range of products 3 Integrates two solid revenues streams in addition to capturing significant operational synergies 4 Alliance with an international partner with significant experience in the financial sector, which will support and foster further growth in the card business 5 With this transaction, we materialize the value of our credit card business which will result in a significant capital gain 6

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