Banca Monte dei Paschi di Siena

Good morning, this is the course call conference operator. Welcome, and thank you for joining the MPS Group fourth quarter 2024 and full year 2024 preliminary results presentation. As a reminder, all participants are in listen-only mode. After the presentation, there will be an opportunity to ask questions. Should anyone need assistance during the conference call, they may signal an operator by pressing star and zero. At this time, I would like to turn the conference over to Mr. Luigi Lovalio, Chief Executive Officer and General Manager. Please go ahead, sir.

Thank you very much. Good morning, everybody, and thanks for joining us to Montepaschi 2024 full year results presentation. I firmly believe that the solid set of results I am about to present and the over 1 billion dividends reaffirm that Montepaschi is more than ready to drive an industrial development process aimed at sustainable growth and value creation through the innovative business combination with Mediobanca. And that's for the benefit of all stakeholders.

Let's now move to some highlights.

We reported a profit of €1,151,000,000, up by 16.9% year-on-year on a comparable basis. driven by our excellent performance in terms of core business revenues. Gross operating profit up 10.8 year-on-year, thanks to revenues growth with high quality mix and effective cost management. Quality is clearly visible in the core revenues dynamic, up by 5% year-on-year, reaching 3.8 billion euro, thanks to net interest income and the strong development in fees income, growing by 10.8% year-on-year, with significant contribution also in Q4. As you will see in the slide, wealth management and advisory performed extremely well, with a 19% growth year-on-year. Stock economic and business trend confirmed the power of our franchise, with the new retail mortgage and new consumer finance up year-on-year, respectively 26% and 21%, and wealth management influence up by 40% year-on-year. Asset quality in line with guidance, solid liquidity position, and chat one fully loaded at 18.2% at the top of the banking system. Net dividend to be proposed to the upcoming annual general meeting equal to 0.86 euro per share for a total amount about 1 billion euro. Dividend yield of 14% at the top of the banking sector. Let's move on now to more details of our results. As I just mentioned, after 12 months, we reported a net profit of 1,951,000,000 up by 16.9% year-on-year on comparable basis, driven by a sound operating performance with a four-quarter contribution of Euro 385 million. Moving on the next slide, where we are presenting gross operating profit in the fourth quarter reaching $520 billion. The result is higher by 2.4% versus fourth quarter 2023, thanks to resilient operating income close to almost $1 billion. Despite pressure on declining interest rate, and operating costs lower than reported last year in Q4, Quarterly dynamic of gross operating profit is impacted by the typical seasonality of cost in the last quarter of the year, with operating income only marginally lower quarter on quarter despite growing core revenues. Looking at the year evolution, as you can see after 12 months, gross operating profit reached $2,165,000,000. up by 10.8% year-on-year, supported by a 6.2% increase in revenues, largely fueled by a strong and predominant contribution from fees and effective cost management that allowed us to partially absorb the impact of labor contract renewal and inflation. The strict cost discipline combined with rising revenues led to an improvement in cost-income ratio to 46%, down from 49% in 2023. Now, the focus on core revenues. We need net interest income plus fees income, which gives a better view on our performance. Core revenue amounted to Euro 3,821,000,000 in 2024, with an increase of 5.7% year on year, supported by a growth in both net interest income and fees. In the fourth quarter, core revenues were reported at $961 million, up by 1% compared to the third quarter, and this growth was driven by a strong increase in fees. And I have to say also a resilient interest income, despite the decreasing rate environment. Let's see now to selected information commercial performance. All these financial results have been achieved thanks to the commercial activity of our network, very focused on key strategic areas and delivering results in a sustainable manner. It is another confirmation of the solidity of the Montepaschi franchise, and here we present just some selected indicators. Ongoing growth in savings, additional $9 billion of savings in 2024. $16.4 billion of wealth management gross inflows, 40% more than 2023. $3.4 billion new retail mortgage in 2024, up by 26% year-on-year. $1.1 billion of new consumer finance, up by 21% versus 2023. I would like really to take this opportunity to thank our colleagues for these excellent results that they have achieved. This is successful commercial banking. Now, let's have a look at the net interest income evolution. In 2024, we reached the level of $2,356,000,000, with an increase of 2.8% year-on-year, mainly thanks to the intimidation of the overall cost of funding. I remind in this respect that we believe we have the further room to improve the overall cost of funding going forward. In the fourth quarter, net interest income amounted to $588 million, lower just by 1.3% quarter-on-quarter, with a resilient commercial spread supported by effective management of the commercial cost of funding. Now, looking at the volumes, let's start with loans. Positive net loans dynamic in the last quarter. Growth in return as meet by 0.9% that contributed to the overall loans grow of almost 1 billion in the quarter, with the yearly trend better than the market, enabling to increase market share since the beginning of the year. Still loan volumes. Commercial savings volumes has reached the level of 167.2 billion at the end of the year, growing by 5.8% year-on-year. In nominal terms, it translates to a growth of more than 9 billion in one year. It is important to be noted that the growth is observed in each category. This performance was supported by a strong plus 2.1% quarter-on-quarter increase. Also, this increase reported in all component. Also on the side of deposit, we were gaining market share, year-on-year. Now, our Italian GOVIS portfolio, the bank book portfolio of GOVIS, at the level of 9.5 billion, with fair value through OCI duration reduced to 2.1 years, with the credit spread sensitivity of the fair value through OCI portfolio confirmed at a lower level of the previous quarter. Quarter-on-quarter dynamics, fair value through P&L portfolio are related to market-making activity on Italian government bonds. Now, moving on the fees and commission income. Total fees and commission income accelerated in the fourth quarter and amounted to €374 million, growing by 4.9% quarter-on-quarter. And thanks to both commercial banking fees and wealth management and advisory fees. Looking now to the yearly performance, total fees after 12 months reached the level of almost 1.5 billion, and were higher by 10.8% year-on-year, thanks to the strong performance in wealth management and advisory fees, which increased by 19% year-on-year, and with the positive dynamic also in commercial banking fees, increased by 4.1%, confirming the strong focus on Montepaschi Network in the key areas of our business that we consider strategic. Our fee generation business is extremely dynamic, and as we were mentioning at the time of presentation of our business plan, is the focus on which we are completely committed in order to replace the expected decrease of net interest income. Now, cost. In the fourth quarter, operating costs amounted to $477 million and were lower by 1.7% year on year, despite the second tranche of salary increase that entered into force starting in September, according to the new labor contract approved last year. The quarterly trend is reflecting the typical last quarter seasonality in non-HR component, with HR costs fairly stable quarter on quarter. If you look at the yearly evolution, Full year 2024, level of cost amounted to €1,869,000,000, slightly up by 1.4 year-on-year. Thanks to the continuous process of optimization of non-HR costs, this component is down by 3.5% year-on-year. which allowed us to partially mitigate the negative impact of the new labor contract that is driving HR costs up by 4.2% year-on-year, and also to keep under control the increase coming from the inflation. Now let's move to the asset quality side. Gross impugnation stock, 3.7 billion euro, with secured components representing more than 17% of the total. Gross NP ratio at 4.5 and net NP ratio at 2.4, in line with our business plan objectives. Let's move now to coverage and cost of risk slide. The cost of risk for the whole year is at 53 BIPs, which is in line with the guidance for 2024 that we gave at the beginning of the year, or last year. Total NP coverage ratio is at 48.5, reflecting the completion of 300 million MP disposal that has been completed in the quarter. Still, no particular signs of portfolio deterioration have been observed up to now. Now, funding liquidity. Just a couple of comments on banks funding liquidity. The soundness of our liquidity position is confirmed, also in this quarter, with an encumbered counterbalancing capacity above €30 billion, liquidity coverage above €160 billion, and net stable funding ratio about €130 billion. Reliance of ECB funding reduced 7% of total liabilities down 4 percentage points versus December 2023. And it is already substantially below the business plan target of 13%. Now, let's move on to the capital. The common equity tier one ratio stood at a solid level of 18.2%. Already incorporating the net profits for the year and net over $1 billion of dividends for which we are going to propose to upcoming general meeting shareholders distribution to our shareholders. The tier one ratio buffer remain at very high level of around 750 bps. Additionally, the total capital ratio of 20.5% already reflects the recent call of 400 million of tier two finalized in January.

Well, now I would like to share our thoughts on 2025 outlook.

We expect net interest income to decrease due to the interest rate scenario. We will mitigate such effects thanks to the improvement of the mix and continuing the effective management of the spread. Fees, a strategic driver of our business plan, are expected to be higher than 2024, thanks to the strength of our franchise and the focus we want to reserve to wealth management products. Costs we expect slightly increase despite our continuous efforts aiming at further rationalization, and this increase is mainly in connection with investment in technology and the full impact of the new labor contract. Cost of risk is expected to be lower than 2024. Leveraging on FETI credit underwriting process, continuous improvement of ongoing portfolio management. The tax profit, we will keep the profit before tax at least at the same level of 2024. As well for dividend, we have the ambition to ensure remuneration stability year on year. we will keep on generating organic capital, setting the level of 2025 quarter one above 18.5% after dividend distribution.

Now, as I mentioned at the beginning, I firmly believe

We are very well equipped to join forces with Mediobanca in a unique industrial project to enter a new phase of growth and value creation, leveraging on the strengths of our respective platforms and brands. Why?

We strongly believe in the value creation generated by these business combinations.

Let's start by having a look at Mediobank's divisional contribution to net profit. It is one of the factors that made us even more convinced that this is really a very powerful combination. Looking at the figures of this contribution, it is obvious that our transaction will not affect the identity of of the bank, which already, according to the last official figures, see corporate investment bank and wealth management contributing in aggregate to the net profit for 35%, almost as much as consumer finance with Compass that contributes for about 30%. 35% cheap wealth management, 30% Compass. So, the main contributor is the 13% stake of Generali, which accounts for about 40% of the total net profit. Looking also at the business performance for the period 22-24, still Generali appears to be the main contributor to the growth with 28%, followed by by wealth management with 24%, while consumer finance reported a growth of 2%, and corporate investment bank has a negative dynamic. Now, in these days, we heard a lot about SAIF when it comes to Montepaschi and Mediobanca. But if we look at customer loans, direct and indirect funding. The relative contribution is 60-40 in favor of Montepaschi. And if we want really look at market capitalization, we should consider that Mediobanca market cap is supported by growing weight of general stake that is worth about 6 billion euros. it means that Mediobanca market cap, excluding Generali's stake, would be equal to less than 7 billion euro. And moreover, the weight in the last year of this stake was growing. In fact, as of January 23rd, the day before we launched the voluntary public exchange offer, Generali's stake accounted for 47% of the market cap of Mediobanca, compared to 41% one year ago. The industrial rationale of the business combination is strong. As you can see from this slide with diversify and complimentary products and service platform.

We will set up a powerful group combination. thanks to this complementarity.

So let's think of the two excellent platforms, the one of Mediobank and the one of Montepaschi. In corporate investment bank, we would combine Mediobank's pure IB advisory capabilities with our solid balance sheet to create a fully-fledged corporate investment banking model that is practically in line with leading players. In asset gathering, Mediobanca Premier and Banca Udiba together, we create a player at scale with 1.2 thousand personal financial advisors, 500 relationship managers, with more than 50 billion total financial assets. Such a player will have a distinctive digital platform which could further evolve through AI investments that are already planned according to the business plan of the two companies. In private banking, the combination would result in a larger player with around 400 private bankers and the large product offering. A new leader in consumer finance with Compass being fueled by the Capelli-Montepaschi Retail Network, which 1,300 branches and 3.4 million retail customers. Lastly, with regard to the insurance business, there will be higher optionality on bank assurances. with Mediobanca bringing the 13% in assicurazioni generali. The combination of Montepaschi and Mediobanca will enhance the business mix of both banks, given, as I mentioned, the strong complementarity of the two businesses. Mediobanca profit is currently spirit in 40% from consumer finance, 19% from corporate investment banking, 15% from wealth management, and 26% from insurance. On a combined basis, the operating profit distribution would be much more diversified, benefiting from a more balanced P&L contribution, thus providing resilience to the profitability profile of the group. The combined entity operating profit is split respectively between corporate banking, 30%, retail banking, 20%, consumer finance, 18%, wealth management, 8%, investment banking, 5%, and insurance to wealth bank. This is a perfect diversification. It is ensuring a stream of revenues that can be fueled by network power of Montepaschi and the strong competencies that are inside the management and the team of Mediobanca. Now, let me just a bit elaborate on the concept of value creation and synergies. Now, let's really look at the trigger of this transformational transaction. What we have in mind means to move from the pure concept of revenue synergies to the point of value creation via growth by reaching the value proposition that two groups can offer to their client base. And we are speaking about 6 million customers. Lastly, most market players have aimed to add product factories to their perimeters to enhance their profitability. In this case, we go even beyond by a full integration of the value chain across different businesses. By combining the two groups, we'll be able to offer to our overall client base a comprehensive, high-quality product and service range. So that we'll be able to reach the quality of our relationship, their loyalty by fulfilling additional client needs that today likely are provided by third parties. It means that each single client will be offered a full set of service, often with a high value added, creating value for our customer and then for all our stakeholders. This is the model that other universal top players have successfully adopted both in Italy and in the rest of Europe. To the contrary, differently from a merger between two commercial banks, we are not going to have, for instance, Revenues are the synergies deriving from concentration of risk exposure and network overlap. So by reaching the offer, we can for sure generate additional revenue. That is the plus we can immediately add to the MER 1 plus 1 before dipping diving into the combined business model and identify additional value creation drivers. Now, just for some illustrative purpose, if we look, for instance, to retail, just by offering Montepaschi daily products, I'm speaking about payments, monetic, to Compass and Mediobanca Premier Clients, and delivering to them the services multi-faceted branch network at scale can offer, we believe that this will bring additional revenues to the combined entity. In the business area of investment banking and corporate, we will enhance the product offering, combining the advisory capability with the solid balance sheet So the customer will have the full pledge service that an investment bank, together with the balance sheet of the commercial bank, can provide to this customer. And this is the winning model that today is showing. Also in our Italian market, big players increasing market share in the area of investment banking. Cross-selling of investment banks Bank product and service like ECM, DCM will be provided to Montepaschi corporate and small business customer, offering an extension of this radius that can be generated by this kind of product. Then we will leverage on respective competencies in special finances. Consumer finance is obvious. We will increase penetration of consumer finance products building on Compass. Then we are going to increase the revenue stream by cross-selling on ancillary products like insurance, CPIs, thanks to the Montepaschi best practice. On asset gathering, we can really accelerate the growth that will be just facilitated by the immediate achievement of financial advisors' critical size. And this is a step that without the combination will require time. And in our project, we will have immediately the scale. Then we will have the enhancement of product offering through Mediobanca asset management product. For instance, alternative investment. On private banking, as I said, for under private bankers, we will have a sort of alignment from Montepaschi private banking to Mediobanca best practice. As well, in this field, we can have enhancement of product offering through the product of the asset management factory on Mediobanca.

So,

While for revenues, we are speaking about the extension of the business, so a concept that is different from a traditional merger amount to commercial bank, well, normally you don't have a growth of revenues, and you increase your profitability just by reducing costs, mainly reducing the staff. In this case, to the concept of value creation and expansion of the business through the combination of scope that we are proposing on the side of cost and clearly here we are using a traditional approach of a merger between commercial banks. We are going to, especially on the side of corporate, optimization of the product factory. We have factory in Montepaschi and there is factory in Mediobanca, for instance. Then we are going to optimize the respective MPE workhouse unit. We are going to optimize the overlapping footprint coverage. On consumer finance, we have our platform that can be rationalized Thanks to the one on Compass, we are going to have economies of scale on digital investment that both, according to the business plan that has been officially communicated, both banks have planned to perform. On asset gathering, we are going to have synergies on operational platform, and we are going to have optimization of the holding functions.

In operation, we are going to have the streamlining of IT that will support the reduction of cost to serve, also thanks to the investment in digitalization.

We are going to have significant economies of scale on procurement activity with immediate focus on large service providers

And thanks to the centralization, the cost governance and best practice that can be shared, we are going to have for sure optimization also of this cost level.

Then central function saving will come from the optimization overlapping of the holding function. Treasury funding, I think this is the area where it's obvious that we are going to have benefit from the combined entity as we are going to optimize the wholesale funding structure, also leveraging a multi-passive commercial funding base.

Just recapping, we are speaking about 700 million overall synergies, growth synergies.

Honestly, according to what is my experience, and I think it's something that happens in my professional life, And I think I can easily confirm that this level of synergies is the minimum level that we can achieve based on this outside in analysis that we can clearly perform. And as well, according to what It's my experience, and I was lucky to take part to the merger between Credit Italiano and Credito, and I merged the second and the third bank in Poland. This is a seamless integration because it's a plug-in process. From day one, we will keep generating revenues, and altogether, we are going to optimize the level of of coverage towards customers that will bring expansion of the scope of business, reaching more customers and covering, with a full-fledged value proposition, existing customers.

We strongly believe that the transaction is going to create significant value for all stakeholders.

For our customer, we are going to enlarge the product and the service that we are going to offer with scale and ability to support a new investment. Significant opportunities for our people. For very professional growth in an environment with a strong ability to retrain, attract, and develop talent. The combination aim to grow, to expand market, to reach new area of business, and to leverage as much we can on the talent people we have in both institutions. The catalyst for development of projects and initiating the territories for the benefit of communities continue to represent a benchmark model in terms of sustainability, better combine fundamentals, enhance diversification, and resilient business mix. So significant value creation and synergies and acceleration caching the use of Montepaschi DTAs. So in other words, the transaction has unparalleled potential. Financial position. Transaction is a double digit accretion on adjusted earning per share for all shareholders. Organic capital generation above net income leading to a creative dividend per share up to 100% out ratio. And the capital color tier one ratio will remain the level of 16% significantly above our management target of 14%. So let's just analyzing presentation with this project. We create a new national champion. with two excellent brands that we want to protect and enhance in their value. The union organization number three position in Italian banking sector across financial products will represent a growth platform, ideally positioned to save future market opportunities. We will benefit of the two strong businesses complementarity, leveraging on the respective strengths, distinctive capabilities, and excellent human capital.

The industrial rationale is strong and we see clear how we can bring out all the value for the business combination.

We are very committed to build up a future of growth and innovation together with the respectable partners such as Mediobanca. Thank you. And we are ready to answer to your question.

Thank you, sir. Excuse me. This is the chorus call conference operator. We will now begin the question and answer session. Anyone who wishes to ask a question may press star and one on their touchtone telephone. To remove yourself from the question queue, please press star and two. Please pick up the receiver when asking questions. The first question comes from Ignacio Orlargui-Lopez of the MP Paribas.

Thanks very much for the presentation and for taking my questions. I have three questions, if I may, two on the guidance and one on Mediabank transaction. I mean, if I just look to the NII, what kind of decline you are expecting into the year and with what level of rates and volumes you are factoring? I mean, I'm just asking this because I have I've seen that the strong performance of the deposit base in the quarter, I think, is very supportive to the NIR. I just want to get a bit of a sense, how do you see volumes, deposits and lending evolving in the year? The second topic is on cost of risk. And does the plan include incremental asset disposals? And would you consider accelerating that reduction of MPEs, taking a bit of a higher cost of risk throughout the year? And final question on the synergies. Thanks for giving the color on the evolution of the synergies. But in case that you have a bit of a headwind on revenue synergies because of potential kind of initial distractions in the merger, will you feel more comfortable to have said that within all the funding or core savings that you have announced?

Thank you. Okay, so let's start from net interest income, right?

So clearly we expect a decrease of net interest income because, as we were mentioning, of interest rate. Clearly, we are trying to partially offset this decrease thanks to the change of the mix as a We aim at having further development in terms of consumer lending and small business.

We think that overall we can have a decrease that can be in the range of one digit

But a lot will depend on our capability, especially starting in this quarter, to manage the cost of funding. And our also capability in some way to convert part of the deposit in wealth management product. Feeding Commission, we are investing in processes, in people, also in remote, using technology, remote way to sell. We are starting to build up this digital branch that will help also in this kind of sale, but we expect to grow in fees and commission, and as the plan is one of the crucial aspects driver of our profitability, the growth should be important. Then, cost of risk, as you remember, in the last year, we already had a sort of investment of the trend connected with the mortgage or retail that practically are in this forborne stage. And according to the last information, we are regularly assessing the payments on this mortgage. So it's just a matter of time, this portfolio will come back to bonus. And this will also in some way help the dynamic of non-performing. We are investing as well, in early warning system, all this kind of initiative will support the cost of risk control. That's why we believe that overall can be lower than what has been reported in 2024. About strategy, as I was mentioning earlier, you know, clearly in some way I believe we, underestimate the synergy on funding, we are very conservative. That is better to say. So we can have, for sure, some shift. We have some buffer on that. But differently from the synergy that are coming when you merge two similar business, in our case, as I said, we are adding product and services. So it's just a matter of commercial attitude and the capability to share and to present to colleague or corporate any initiative that the advisory banker, the banker that is making advisory activity can bring to the institution, and normally it's quite difficult to have this kind of cross-selling. That's why we strongly believe that by combining and joining the efforts, we can really provide full-fledged services that will help in keeping the level of additional revenues we believe can be reached through the combined entity, at least at the level of synergies we are planning. In any case, we have as well, I believe, additional buffer that we can have, especially on the IT platform, on administrative expenses, on the large provider services contract that can be immediately be rediscussed. And due to the scale, clearly we can also count on different tariff. So overall, I believe that these synergies are grounded and we have enough flexibility for moving from one side to the other.

Thank you very much.

The next question is from Giovanni Rozzoli of Deutsche Bank.

Good morning to everybody. Two questions on the results and one on the offer on Mediobanca. Can you remind us on Basel IV what is the impact that you expect in 2025? If I'm not mistaken, you are one of the few banks in Europe which have anticipated a positive impact from Basel IV. If you can remind us what was the positive benefit that you have announced in August and whether you have a fine-tuned those calculations today. The second question, if you can share with us what is the gross and net asset management inflows in the Q4. The performance was pretty strong in the third quarter. If I'm not mistaken, you booked more than three billion euros of inflows. If you can share what is the data for Q4. And the third set of questions is on Mediobanca acquisition and specifically on the CT1 ratio target. You have a 51 ratio target for the combined entity of about 16%, which can be up to 16.5, assuming the approval of the Danish compromise on the combined. How would the 51 of the combined entity be in case of, for example, ownership of Mediobanca post the bid would be between 51 and 67%, because I assume that your 16% plus or 61 target assumes a pro forma 100% combination with Mediobanca. And another question on the similar topic on the DTA, you said that you will have something like 300 million euros of incremental DTA benefit per year. I guess that this level will not be impacted by the percentage of ownership you will end up with Mediobanca because you are likely to adopt the consolidato fiscale. So is my understanding correct that the amount of incremental DTA will not be a function of the participation that you will end up with Mediobanca? Thank you.

Okay, so I will take the answer regarding wealth management. So we reported a very good performance in the fourth quarter with almost 3.7 billion. And I have to say we are now adding the network that is keeping the pace very strong thanks to the initiative we put in place. The net flow If I remember well, according to the last figure, I'm speaking about the overall indirect inflow around 200 million.

On the other question, good morning to everybody.

So on Basel IV, let's say in our plan, we gave a guidance for a reduction of RWA, say, 31st of March, of 1.3 billion for Basel IV, and partially offset by the update of our Airbnb models, waiting for 0.8 billion euros, that's expected end of the year. Compared to this guidance, as you know, The impact on market RWA has been shifted to next year. That was a negative of 0.7 that will be accounted next year and probably will be also slightly less. This means that 1.3 becomes 2, and this might be slightly conservative, but let's see. Then on your second question, what happens if we do not have 100% acceptance of our tender offer? I will not make the case of 50% because our threshold is 66.67%, so I can give you that case and then you can run your simulations. In that case, basically, you have lower contribution from minorities and lower negative impact on Goodwill because you take it pro-rata. So the impact is roughly 50 to 60 basis points on our, let's say, estimate for 100%. Finally, your question on DTAs, you can fully use the DTAs as long as you can include Mediobank in this case in your consolidated tax financial statements, and this can happen if we hold at least a 50% plus one share of Medivac.

Thank you.

The next question is from Luis Pratas of Autonomous.

Thank you for taking my question. The first one is on the 2025 outlook. I was wondering if you could share any hints on the trajectory of revenues throughout 2025, divided in NII fees and other income. And on your NII guidance, could you please share the embedded assumptions, such as volumes, margin development, and rates? And then my final question is on the Mediobank offer. Thanks for the extra slides. On the revenue synergies, could you please share any color on how you quantify the revenue synergies? For instance, the amount of synergies per business area? And does your synergy numbers include any staff retention incentive costs for Mediabank staff?

Thank you. Okay, thank you for your questions.

I will start with the guidance on NII. First of all, as you know, the interest rate scenario is a bit less supportive than some months ago. So at the moment, we are projecting a three-month arrival of roughly, on average, 2.2%. So these are in terms of... Then with regard to commercial volumes, we expect growth both in terms of loans and deposits. As regards loans, I think you can refer to our business plan that provided the CAGR for 2024-2026 by and large. This is the expectation. Then you ask about revenues. On revenues, I mean, the impact on net interest income is expected to be higher than the one of fees. We will try as much as possible to compensate at least partially on the trading line, thanks also to the activity that we run with our clients. So anyway, deriving from commercial activity. Then on the scenarios of the transaction, I will let Luigi come.

Okay, so it's clear that we are at the current stage making our calculation, but still we

We believe that it is better not to enter in particular details. Anyway, I can just give some direction. It's clear that if we think about these daily banking products that we can cross-sell to some of the Compass clients and Premier clients, if we think about some... best practice in terms of mortgage penetration. And if we think about some combination of lending together with advisory investment bank transaction, we believe that this area will generate a significant portion of the revenue synergies we plan. Of course, I think I gave already quite a detailed drivers on which we count in order to get the synergies. And in funding, I believe it's quite easy to see that this 100 million is really conservative.

The next question, sir, is from Domenico Santoro of HSBC.

Hi, good morning. It's Domenico, HSBC. Thanks for the presentation. Thanks for giving us more details about the synergies. This is an area on which probably investors need to be educated a little bit about the merger, and so thanks for doing that. A couple of follow-ups to the questions of the colleagues. First of all, on the NII decline, you said single digit. Can you be a little bit more specific? We're talking about a low male single digit that will help also to benchmark with other banks. The second question is on the deal. You've been very clear on the moving parts around the capital, and now we get a better idea how the capital can behave, you know, depending on the different scenarios. My question is more about the excess of capital, because it's true you're starting probably from 16 or less, then there is the Danish compromise, then there is the DTA that will be realized regardless of a bit of the synergy. So it's true that you mentioned the double-digit accretion, but we know that synergies, they take a little bit, you know, a while to get realized. So my question is more to appeal also to investors. Are you thinking about... they plus one using this excess copy that also to accelerate a little bit the accretion of the deal. So the question is whether you are thinking about using this excess capital for any share buyback, or whatever any manual, you know, that can be of appeal for investors. And then the other question is about for sure you have started, you know, to have conversation with institutional investors, we read on the press. There was some headline. So I just want to understand what the initial feedback that you got from the Mediobank investors.

Thank you very much.

Okay, just to be a bit more precise, I believe we're positioning in upper digit, right? Upper single digit, right? Then, on the dealer, MediBanca, so we met investors and, obviously, For the transaction itself, that was in some ways surprising the market, it's clear that then was not probably immediately clear, the business rationale. So we have to say that once we start discussing and explaining at the end, we end the meeting with a positive feeling that the rationale has been understood and in several cases also shared with us. Clearly we have to provide more information about synergies and we try today to give some additional details on that. But I have to say that from the meeting we got the feeling that just continuing meeting investors will be much easier to share our view and to have a better understanding how powerful is this deal innovative combinational scope first time we want to extend business we are not keeping the same level of revenues that normally you have in a merger because you know better than me that Nobody is believing in synergies coming from the combination of two commercial banks, synergies of revenues. Much more important is synergy on cost. In our case, we are growing. We want to have a combination of scope. We will enlarge the product on our pallets and we will be capable to sell to full-fledged customers and fulfill customer needs. Now, I think it's too early to think how we can further optimize our capital. At this stage, it's better to count on the 16% that I think is a very good level. This gives us a lot of flexibility and also open possibility for further development of the business.

All right. Thank you.

The next question is from Hugo Cruz of KBW.

Hi. Thanks for the time. I have quite a few questions on NAI and then one question on the potential deal with Mediabank. So on the NAI, Can you repeat what you said around the single digit decline? I couldn't understand and I think it would be very helpful. Are you talking about low single digit or high single digit decline in 2025? Second, the size of your Italian Govis portfolio, is there any room to grow the portfolio further? Third question around your central bank deposit and your liabilities. They have been coming down. I think that was an expensive form of funding. So can you disclose... what's the cost and how much of those deposits you can replace with cheaper funding. And then question on the Mediobanca offer. Can you confirm if you can start buying Mediobanca shares before having approval from your shareholders meeting for the offer?

Thank you.

Okay, so I'm repeating I single digit for the decrease of interest.

We have no limits regarding the purchase of shares. There is no connection with the ACB authorization.

And then Andrea, I think, will take the other question.

Yeah, so on the GOBIs, I mean, in theory, yes, we could increase, but let's say due to our conservative approach, as we said several times, we plan to keep a stable size of our Italian GOBIs portfolio in particular, with the focus of, let's say, increasing the amortizing cost component. On the ECB funding, no, it's simple. It is the MRO rate, so that's the rate that is paid on MRO and LTO. And this is an important point, so thank you for the question, because by optimizing our funding sources, we can reduce the overall cost of funding will help us to weather the industry.

All right, thank you very much.

The next question is from Andrea Lisi of Equita.

Hi, thank you for taking my questions. I have one on the NAI and the others on the deal. Regarding the NAI in the conference call said that it expects a 2026 NAI above 2025 level. What's your expected trajectory given your current level of interest rates and your current estimates about volume growth both on loans and deposits? As regards the deal, I want to ask you if, in relation to the offer you promoted on Mediobanca, may you consider lowering the acceptance rate below the threshold of 66.7? And if so, what could be the impact on your ability to deliver your plan and synergies? And another question is more from a technical standpoint. What do you think could be the main challenges in integrating the operational models and digital platforms of Montepaschi and Mediabanca? Thank you.

So it's clear that the situation on the market regarding net interest income is in some way continue changing, right? But at the current stage, according to what are the preliminary estimation and also referring to our business plan, we don't think now that we can say that we'll increase 26 on 25. So best scenario would be flat. but depends on our capability to change the mix during the year. That's why it's a sort of progressing exercise, and we will keep posted the market according to the change of the mix that each quarter we are going to present. Now, as far as the transaction, we set 67.7. And honestly, at the current stage, we stick to this position so we don't expect and we don't consider another scenario. The most difficult thing, honestly, when I use the expression plug-in is really because I think that from day one we can start having For sure, one plus one, so two. And gradually, we will increase these two according to the level of synergies. They can be much faster than what we expect because it's enough, you can imagine, that we put in place a sort of coordination when, make an example, investment banking is the easiest. The advisor is going to get the transaction and while it happens sometimes that the customer is asking also for financial support and you have to go to another institution, it will be quite easy to say that I can provide it immediately. And so from day one, we are making a cross-selling on the customers of Mediobanca. At the same time, we can bring our relationship manager to a smaller business customer or mid-corporate customer that needs to issue bonds, the professional skills of Mediobanca and immediately from day one provide services. This is something very common. We have quite often requests for mid-corporate customers. And if we can immediately give an answer by having this joint activity that is the easiest I was mentioning, we will immediately have revenues in addition to the current level of the one plus one. So I have to say I don't identify particularly complexity, having also in mind that we don't have like a normal merger migration from one IT system to another IT system, right? So it will be a simplified process from the operational point of view, that we want to do as quick as possible because I think we need really to have the same platform, IT platform, but having in mind that we plan to have 100 million per year investment in technological changes including AI and Mediobanca, 75 million, this important level of investment will speed up any process also from operational point of view and IT platform.

Thank you.

The next question is from Manuela Meroni of Intesa San Paolo.

Good morning. Thank you for taking my questions. The first one is on the NII. I'm wondering if you can update us on your sensitivity to rates. The second question is on fees. In 2024, your gross inflow in wealth management was almost 15 billion euros. So I'm wondering if you can tell us how much are the upfront fees that you cashed in in 2024, and in your guidance of increasing fees for 2025, what are your assumptions in terms of upfront fees? They are up, down, or stable compared with 2024. The other question is on your guideline on total income. If I understood correctly, you expect the decline of NII not to be offset by an increase in fees, but you have some rooms in trading profits. So I'm wondering if you can guide us on the evolution of the total income. if you are expecting anyway the total income to decline compared with the 2024. And last question on Mediobanca. I'm wondering if you can accept your common equity tier one to go below 14% on temporary basis. Thank you.

Okay, we'll answer now on total income.

So, yes, we believe that partly the decline will be offset by fees and commission. And the goal is really to compensate for what we were not able to offset with fees and commissions with some potential trading that we have in our portfolio. So overall, we expect to have a total, the goal is to have total revenues very close to the level of 2024.

On Other questions?

As far as I understand the capital of potentially, no, at the current stage, so we are quite flexible, but according to our estimation, we will be able to keep the 16%. So there is no reason to think that if we can go below, right, at the current stage.

Okay, on the other two questions, NIR sensitivity, we managed to keep it stable at around minus 130 million euros on average for three years for minus 100 bps parallel shift of the curve. On patron fees in this year, they were around 250 million euros. For next year, we expect a slight increase, but let's say the bulk of the increase is expected on other components.

As a reminder, if you wish to register for a question, please press star and 1 on your touch-tone telephone. For any further questions, please press star and one on your telephone. Gentlemen, Mr. Lavaglio, there are no more questions registered at this time.

So thank you very much. And we will really have the next call, if I remember well, in May. Thank you.