Allianz - Acquisition of Yapi Kredi Sigorta Dieter Wemmer, Chief Financial Officer Conference call March 27, 2013
Transaction overview Allianz and Yapi Kredi Bank enter into a long-term partnership: Allianz acquires Non-Life and Life & Pensions businesses of Yapi Kredi Bank in Turkey Allianz and Yapi Kredi Bank enter into a 15-year exclusive bank distribution agreement Yapi Kredi Bank retains 20% of the Life & Pensions business Total net consideration to Yapi Kredi Bank of TRY 1,602mn (EUR 684mn 1 ): Payment TRY 1,790mn (EUR 764mn 1 ) for 93.9% stake in Yapi Kredi Sigorta netted against a retention of 20% in Yapi Kredi Emiklilik by Yapi Kredi Bank for TRY 188mn (EUR 80mn 1 ) EPS accretive P/E 2013e ~16 (before synergies) Closing expected 2H 2013 subject to regulatory and competition board approval Mandatory tender offer for remaining 6.1% to be launched shortly after closing 1) Based on current FX rate (2.3425) 2
Turkey favorable demographics and sound economic fundamentals Strong growth indicators Population ranked 18 th in world Fastest growing economy in Europe (2002 2011) Real GDP > 50% CAGR 5.4% Population Thereof urban ~ 75mn 77% All figures in % Real GDP growth 2011 Real GDP 2012 2016F Government debt/gdp Population growth 2012 2016F Population < age 30 Turkey 8.6 4.5 40 0.9 53 CEE 3.1 2.5 66-0.1 35 Eurozone 1.5 0.7 88 0.3 32 Brazil 2.7 3.5 16 0.9 51 Indonesia 6.5 6.4 23 1.0 44 Malaysia 5.1 5.1 31 1.3 46 Russia Thailand 0.1 4.3 3.8 5.2 23 24-0.2 0.8 37 35 Source: EIU 3
Turkish insurance market fast growth and low penetration All figures in % Non-Life CAGR 2006 2011 Life CAGR 2006 2011 Market size (2011, USD bn) Life premiums to GDP (%) -0.5 1.2% of GDP Turkey CEE 7 12 10 10.1 43.9 0.0 0.5 1.0 Russia Bulgaria Serbia Croatia Turkey Romania Indonesia Eurozone Brazil 6 16 2 15 1,065 78.3 1.5 2.0 2.5 Slovenia Czech R. Poland Hungary Brazil Thailand Indonesia Malaysia Russia 27 25 18 17 13.1.3 43.3 3.0 3.5 Malaysia 4.0 4.5 4.0 3.5 3.0 2.5 2.0 1.5 1.0 0.5 0.0 (As of 2010) Non-Life premiums to GDP (%) Thailand 19 16 15.2 Double digit growth rates, above CEE & Europe and on par with growth markets One of the least penetrated insurance markets Sources: Swiss Re Sigma, BMI Forecast 4
Combining two strong players (1) Allianz Turkey Key figures 1 2012 Market position # 3 in Non-Life market #10 in Life market # 7 in Pension market Allianz gains market leadership Yapi Kredi Sigorta Key figures 1 2012 Market position # 5 in Non-Life market # 4 in Life market # 3 in Pension market Statutory premiums Statutory premiums Non-Life: EUR 625mn Non-Life: EUR 531mn Life: EUR 39mn Life: EUR 90mn Pro-forma market position Pension (AuM): EUR 303mn Pension (AuM): EUR 1.5bn # 1 in Non-Life market # 3 in Life market Shareholders equity: EUR 241mn # 2 in Pension market Shareholders equity: EUR 178mn Net income: EUR 30mn Net income 2 : EUR 45mn ~ 1.4mn customers ~ 2mn customers 1) Turkish GAAP 2) Dividend from L&P company is excluded from Non-Life net income Source: annual reports and Insurance Association of Turkey 5
Combining two strong players (2) (EUR mn) Allianz Turkey key figures 2012 1 Yapi Kredi Sigorta key figures 2012 1 GPW Non-Life Life 466 430 36 536 499 37 2010 CAGR +12.5% 519 483 36 2011 664 625 39 2012 GPW Non-Life Life 324 281 43 435 380 55 2010 CAGR +24.2% 490 416 74 2011 620 531 90 2012 Combined ratio (%) 107.4 102.2-8.2%-p 99.2 99.2 Combined ratio (%) 112.3 104.4-10.6%-p 100.6 101.7 2010 2011 9M 2012 2010 2011 9M 2012 Net income Non-Life Life & Pensions 21 7 19 5 2010 CAGR +13.2% 23 19 4 2011 30 26 4 2012 Net income 2 Non-Life Life & Pensions 1) Turkish GAAP; fully consolidated 2) Dividend from L&P company is excluded from Non-Life net income figures Source: annual reports and Insurance Association of Turkey; underlying FX rate: 2.1620 (), 1.9969 (2010), 2.3373 (2011), 2.3134 (2012) 1 9-9 19 8 11 2010 CAGR +328% 33 15 18 2011 45 17 27 2012 6
Combining two strong players (3) (9M 2012, in EUR mn) Non-Life market net income, local 1 Life & Pensions market net income, local 1 Loss-maker -181 Profit-maker 104 Loss-maker -44 Profit-maker 200 (44) 23 Yapı Kredi (13) 42 (24) 19 Allianz (8) 30 (21) 16 (8) 26 (21) (6) 20 Yapi Kredi (18) 12 (6) 15 (17) 11 (4) (11) 4 10 (6) 2 9 (4) 2 8 (3) 0 8 Other (10) (2) (2) 0 0 4 6 8 Allianz Other 1) Source: annual reports and Insurance Association of Turkey; including dividends from subsidiaries 7
Combining two strong players (4) 1 New bancassurance partner 2 Yapi Kredi Bank Expansion of agencies by 80% 5th largest banking network 928 branches 6.5 million active customers Highest share in credit cards and auto loans (~17%) Non-Life Life&Pensions Allianz 1,406 125 Yapi Kredi 1,129 171 Bancassurance focuses on Life & Pensions High reputation with powerful brand Nationwide network Agencies focus on Non-Life and Health Low overlap Bank distribution prerequisite to participate in fast growing pension market supported by new pension reform Agencies benefit from hardening motor market and growth opportunities in Health in light of rising household incomes 8
Transaction details Yapi Kredi organizational chart UniCredit Koç Financial Services 50% 50% Koç 81.8% 18.2% Free float Free float 6.1% Yapı Kredi Bank 93.9% Yapi Kredi Bank buys 20% 15-year bancassurance agreement (Non-Life) 99.99% (Life&Pensions) Allianz will acquire 93.9% in Yapi Kredi Sigorta Remaining 6.1% with the subject to a mandatory tender offer of Allianz Yapi Kredi Bank will retain a 20% stake in Yapi Kredi Emeklilik 9
Disclaimer These assessments are, as always, subject to the disclaimer provided below. Forward-looking statements The statements contained herein may include prospects, statements of future expectations and other forward-looking statements that are based on management's current views and assumptions and involve known and unknown risks and uncertainties. Actual results, performance or events may differ materially from those expressed or implied in such forwardlooking statements. Such deviations may arise due to, without limitation, (i) changes of the general economic conditions and competitive situation, particularly in the Allianz Group's core business and core markets, (ii) performance of financial markets (particularly market volatility, liquidity and credit events) (iii) frequency and severity of insured loss events, including from natural catastrophes, and the development of loss expenses, (iv) mortality and morbidity levels and trends, (v) persistency levels, (vi) particularly in the banking business, the extent of credit defaults, (vii) interest rate levels, (viii) currency exchange rates including the Euro/U.S. Dollar exchange rate, (ix) changes in laws and regulations, including tax regulations, (x) the impact of acquisitions, including related integration issues, and reorganization measures, and (xi) general competitive factors, in each case on a local, regional, national and/or global basis. Many of these factors may be more likely to occur, or more pronounced, as a result of terrorist activities and their consequences. No duty to update The company assumes no obligation to update any information or forwardlooking statement contained herein, save for any information required to be disclosed by law. 10