INFORMATION FOR INVESTORS
Information for investors
|Share price data||2014||2015|
|Total number of shares||42,210,057||42,238,924|
|Max. share price||545.0||505.0|
|Min. share price||442.1||294.7|
|Market capitalization (PLN B)||21.0||13.3|
|Average traded volume (PLN M)||12.8||12.2|
|Dividend per share||17.0||-|
mBank shareholders and share prices on the WSE
Commerzbank AG has been the strategic shareholder of mBank since 1994. The stake of Commerzbank has been increasing gradually, from 21.0% in 1995 to 50.0% in 2000 and 72.2% in 2003. Starting from 2005, Commerzbank’s stake has declined slightly due to the implementation of the managerial options programme at the Bank. As at the end of 2015, Commerzbank AG held 69.5% of shares and votes at the General Meeting.
The remaining 30.5% of mBank shares in free float are held mainly by financial investors (Polish pension funds, Polish and foreign investment funds). In 2015, the biggest of them was ING Otwarty Fundusz Emerytalny (ING OFE). According to the notification of March 18, 2015, ING OFE held 5.05% of the total number of shares and votes at the General Meeting. Aviva Group is also a significant shareholder of mBank, with a 4.9% stake (according to Bloomberg data as at December 31, 2015)
Performance of mBank shares in 2015
Key characteristics of mBank shares:
- Nominal value per share: PLN 4.00.
- Registered share capital: PLN 168,956 thousand, paid-up in full.
- mBank shares have been listed on the Warsaw Stock Exchange (WSE) since 1992.
- mBank shares are part of the following WSE indices: WIG, WIG-Poland, WIG20, WIG30 and WIGBanks; the shares are also included in derivative indices based on WIG20.
In 2015, the total number of mBank shares increased by 28,867 shares issued as part of an incentive programme. Consequently, the registered share capital increased by PLN 115.5 thousand.
Performance of mBank shares in 2015 should be analysed in the context of the situation on the Warsaw Stock Exchange and stock market performance of other banks.
2015 was a difficult year for investors present on the Warsaw Stock Exchange. The share prices of listed companies were badly affected by adverse global and local factors related to the political and economic situation in Poland. Investors’ had become less prone to investments on the WSE due to decreasing confidence, especially from foreign investors, and rising investment risk. This coupled with the political changes and shrinking investment capabilities of open-ended pension funds following the 2014 reform had pushed the WIG20 index down to its lowest level in 6 years.
The weak performance in early 2015 was followed by a rebound which fuelled analysts’ May forecasts of the broad-based index breaking the 60,000 mark. The beginning of the election campaign and politicians’ pledges which were especially damaging to the banking sector and the energy industry took a heavy toll on the stock market. The outcome of the presidential vote and subsequent parliamentary elections increased the likelihood of controversial projects being turned into law, reinforcing the downward trend and triggering a stock sell-off in Q4 2015. As a result, WIG slumped much below the 50,000 mark.
In 2015, WIG and WIG20 went down by 9.6% and 19.7%, respectively. While blue chips came under considerable pressure from sellers, the small and medium-sized enterprises listed in Warsaw were performing much better. Throughout the year mWIG40 and sWIG80 rose by 2.4% and 9.11%, respectively.
Most affected by the falling share prices were banks, especially those holding major portfolios denominated in Swiss francs, among them mBank. The slide in banks’ share prices was driven by investors’ fears about the proposed conversion of the Swiss-franc mortgage loans into the zloty at an exchange rate lower than the market rate and refund of amounts resulting from the currency spread the banks applied with regard to FX loans. The year-on-year decrease in WIG-Banks reached 23.5%. The closing price of mBank’s stocks on the last trading day in 2015 stood at PLN 314 and was by 36.9% lower than a year before. mBank’s capitalization amounted to PLN 13.3 billion (EUR 3.1 billion) at the end of 2015 compared with PLN 21.0 billion (EUR 4.9 billion) a year earlier.
Ratings of mBank and mBank Hipoteczny
mBank signed rating agreements with Fitch Ratings (Fitch) and Standard & Poor’s Ratings Services (S&P’s). Ratings assigned by these agencies are presented in the table below.
|Fitch - mBank’s rating as at December 31, 2015|
|Outlook for long-term rating||positive|
|Rating of senior unsecured debt issued under the Euro Medium Term Note Programme (EMTN)||BBB-; F3|
|Bond tranches issued by mFinance France||BBB-|
|S&P’s - mBank’s rating as at December 31, 2015|
|Stand Alone Credit Profile||bbb-|
|Outlook for long-term rating||stable|
|Rating of senior unsecured debt issued under the Euro Medium Term Note Programme (EMTN)||BBB|
|Bond tranches issued by mFinance France||BBB|
On May 19, 2015, Fitch Ratings downgraded mBank's long-term IDR (Issuer Default Rating) from "A" to "BBB-" as a result of the downgrade of Commerzbank's IDR from "A+" to "BBB". Consequently, mBank's short-term rating was changed from "F1" to "F3”. The support rating was cut from “1” to “2”. Similarly, ratings of unsecured debt were reduced to “BBB-” for long-term senior unsecured debt and “F3” for shortterm senior unsecured debt.
Fitch’s decision to cut Commerzbank’s and, consequently, mBank’s rating was triggered by the agency’s assessment of the effects of implementation of the Bank Recovery and Resolution Directive (BRRD) which dramatically reduced the scope of potential state aid provided to banks.
Before the downgrade in May 2015, Commerzbank's long-term IDR was higher than the bank’s viability rating as it could potentially receive help from the German government. Following a verification of the support rating arising from the implementation of the BRRD, Commerzbank's long-term rating was cut to the level of the entity’s viability rating. This, in turn, was reflected in Fitch’s verification of Commerzbank's ability to provide mBank with potential support.
mBank's viability rating assessing mBank's creditworthiness based on factors such as business profile, management and strategy, risk profile, financial results and external environment had not changed and remained at "bbb-".
On June 9, 2015 Standard & Poor’s Ratings Services (S&P) downgraded mBank's long-term counterparty credit rating from “BBB+” to “BBB” following the downgrade of Commerzbank's rating from “A-” to “BBB+”. As a consequence, the rating of bonds issued by mFinance France under the Euro Medium Term Note Programme was cut to “BBB”. mBank’s short-term rating remained unchanged at “A2”.
The reduction of Commerzbank’s long-term rating and the resulting downgrade of mBank’s rating by S&P were driven by a verification of the probability of German state support for Commerzbank (due to BRRD implementation) and the consideration of the criteria determining the additional loss-absorbing capacity (ALAC).
On February 3, 2016, S&P changed the outlook on mBank’s rating from stable to negative following the change of Polish Banking Industry Risk from stable to negative. S&P’s negative view of the industry risk trend reflects the opinion that the banking sector’s ability to absorb losses and to withstand shocks could weaken over the next two years. According to S&P’s operating conditions for Polish banks remain difficult as a new bank levy, increased regulatory costs, and costs related to potential foreign-currency loan conversions will put further pressure on the sector's profitability in the low interest rate environment.
Apart from the ratings assigned by Fitch and S&P, mBank was also rated by Moody’s Investors Service as a non-participant in the rating process based on information available in the public domain.
On May 21, 2015, Moody’s upgraded the long-term deposit rating of mBank from “Baa3” to “Baa2”, and the short-term rating from “Prime-3” to “Prime-2”. The upgrade of the long-term rating of the Bank resulted from the application of an advanced LGF analysis (Loss Given Failure). The application of the LGF analysis compensated the effects of downgrading the assessment of government support, resulting from the implementation of the regulations on recovery and resolution of credit institutions.
In May 2015, Moody’s introduced a new assessment for banks – the Counterparty Risk Assessment (CR). CR shows how liabilities to counterparties will be treated if a bank is in default. mBank was given Baa1 (cr)/ P-2 (cr).
Ratings of mBank Hipoteczny S.A.
As at December 31, 2015, mBank Hipoteczny was assigned the following Fitch ratings:
Fitch’s assessment of mBank of May 19, 2015 also covered mBank Hipoteczny. mBank Hipoteczny’s longterm rating was downgraded from “A” to “BBB-”, the short-term rating from “F1” to “F3”, and the support rating from “1” to “2”. The rating of mBank Hipoteczny corresponds to the rating of mBank, which proves the meaning of this subsidiary to mBank.
On January 7, 2016, following the entry into force of the amended Act on Covered Bonds and Mortgage Banks as of 2016, the mortgage bonds issued by mBank Hipoteczny were put on Fitch’s watch list with a positive outlook (watch positive rating).
Ratings of Poland, mBank and Commerzbank – comparison
The table below compares the long-term ratings of Poland, mBank and Commerzbank as of December 31, 2015.
|Rating agency||Poland||mBank S.A.||Commerzbank AG|
|Fitch Ratings||A- (stab.)||BBB- (pos.)||BBB (pos.)|
|Standard & Poor’s||A- (pos.) From 15 Jan. 2016 BBB+ (neg.)||BBB (stab.) From 0 Feb 2016 BBB (neg.)||BBB+ (neg.)|
|Moody’s||A2 (stab.)||Baa2 (stab.)*||Baa1 (pos.) From 26 Jan. 2016 A2 (stab.)|
Rating outlook in brackets: pos. – positive, stab. – stable, neg. – negative
* “Non-participating issuer”, rating based solely on information available in the public domain.
Investor Relations at mBank
mBank pays close attention to ensuring effective communication with its investors and analysts. Investment relations are part of the responsibilities of the Investor Relations and Group Strategy Department which, through cooperation with the Management Board and a number of units across the Bank, ensures that stakeholders receive correct and complete information about mBank Group.
In 2015, investors and stock market analysts participated in four conferences on mBank performance, both in person and via the Internet. All the meetings with the Management Board accompanying the announcement of quarterly financial figures were broadcast on the Internet in Polish and English and made available on the Bank’s website. In addition, after the publication of the Group's quarterly results, institutional investors were invited to participate in individual and group meetings with the President of the Management Board to discuss issues related to the Group and its results.
Relations with analysts, shareholders and potential investors are also strengthened through meetings at conferences held in Poland and abroad. In 2015, mBank participated in three conferences in Warsaw, six conferences held abroad and organised three meetings with representatives of the Management Board for institutional investors. Moreover, the Bank organised two roadshows in the United States. There were about 140 meetings for investors and analysts with representatives of the Management Board and/or the Investment Relations team throughout the year.
Like every year, in 2015 two sessions were organised as part of regular meetings with the Bank’s rating agencies and a number of video conferences with the rating agencies were held.
Analysts and investors of mBank are kept informed about important events related to mBank Group via monthly newsletters and e-mails.
The website of the Bank’s investor relations (http://www.mbank.pl/relacje-inwestorskie/) was designed with Polish and English speaking investors and analysts in mind. It offers up-to-date and thematically grouped information on mBank Group’s financial results, shareholding structure, Annual General Meetings, ratings and performance of mBank shares on the WSE. It also includes current and periodic reports and details on consensus estimates for the Group. A dedicated interactive business intelligence application called mBank Analyzer offers a quick and easy insight into mBank Group’s financial results and business data.
Research analysts’ recommendations
mBank Group and its performance are monitored by analysts representing various financial institutions, banks and brokers. mBank is on the watch lists of several domestic and foreign banks whose analysts issue their recommendations for mBank shares. These include the following: Citi Research (DM Banku Handlowego), Deutsche Bank, Goldman Sachs International, Haitong Securities, Millennium DM, BoA Merrill Lynch, Raiffeisen Centrobank, ING Securities, Wood & Company, J.P. Morgan, DM PKO BP, Pekao Investment Banking, DM BZ WBK, Ipopema Securities, Trigon DM, Erste Securities Polska, DM BOŚ, DM Banku BPS and Vestor DM.
As at December 31, 2015, the structure of recommendations for mBank’s shares was as follows:
The current consensus of expected results of mBank Group for 2016-2017 is available at mBank’s website: http://www.mbank.pl/relacje-inwestorskie/akcje-mbank/konsensus.html.
Head of Investor Relations
Deputy Head of Investor Relations
Investor Relations Specialist
|tel. +48 22 829 14 34
fax: +48 22 829 04 88
|tel. +48 22 829 04 53
fax: +48 22 829 04 88
|tel. +48 22 829 15 33
fax: +48 22 829 04 88
and Group Strategy Department
ul. Senatorska 18