Banco BPM SpA

Banco BPM SpA

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Feb 09Next Earn

Q4 FY2025 · Earnings Call TranscriptFebruary 5, 2026

Operator

Good evening, this is the Chorus Call conference operator. Welcome and thank you for joining the Banco BPM full year 2025 group 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 * and 0 on their telephone. At this time, I would like to turn the conference over to Mr.

Arne Riscassi, IR Manager of Banco BPM. Please go ahead, sir.

Arne Riscassi

Good afternoon and welcome to Banco BPM full year results conference call. Our CEO Giuseppe Castagna and our Joint General Manager Edoardo Ginevra will take through the presentation, and let me remind you please to limit yourself to two questions.

Now I hand over to Mr. Castagna.

Thank you.

Giuseppe Castagna

Thank you, Arne. Good good evening to everybody.

For once, we are the only one in the evening, we'll take our time, but I will try to be as quick as possible in order to give you the possibility to make an an interesting Q&A session. First slide on page 6, I would start.

This is just a recap of the completion we are more and more having on our new business model, which, as started a couple of years ago with the intention to build a a business model driven by the product factory and able to hedge the contribution of commission and fees vis-à-vis NII revenues. I would say that this model is becoming more and more attractive.

We are completing, basically, the the different product factory steps. We will go through the each one later on, but let me say that with this business model, we were able to support a very strong profitability, which, with this split 50/50 income interest income and commission, is, of course, more sustainable for the next quarter and years.

The results of 2025 was €2 billion 80 million, €130 million higher than the guidance I gave you in the in the last quarter, also with a strong increase in terms of Common Equity Tier 1 pro forma at 13.76% versus, as you may remember, a plan minimum threshold of 13%. These results allow us to match the dividend per share of €1, which we gave last year, the balance dividend would be 54 cents, 17% higher than the first interim dividend 46 cents.

The payout ratio is still 80%, considering for this year that net income is excluding the valuation of pre-existing Anima stake of €200 million. Let me remember that last year, we accounted for the 80% payout to ratio also the extraordinary contribution coming from the the Numia transaction.

Shareholder remuneration '24/'25 reached €3 billion, which is exactly half the strategic plan cumulative target, which is already achieved after a couple of years. Some further number which give you this the the sense of where we stand in terms of where where we wanted to reach with our presentation of business plan in February last year.

As I mentioned before, we are we are already a non-NII non-NII revenues on total revenues 51%, cost/income ratio 46%, gross NPE ratio 2.2%, and cost of risk at 40 basis points. On page 7, the pro forma net profit is higher because, of course, we are not considering in the stated accounting the the first quarter in which we did not consolidate Anima.

If we have a pro forma with consolidation Anima, the net profit the net profit would have been €2.120 million. If we compare, as I mentioned before, the '24 to '25 net profit, we have an increase of 20%, excluding in '24 Numia transaction and solidarity one-off, solidarity funds one-off, and the €1 billion 800 880 million which was reached this year excluding Anima one-off, is a 20% increase in net income, which, of course, accounts for almost 20.5% of ROTE and 15.5% of ROE.

The organic improvement was so high to offset completely the Euribor reduction of this year. We started from a profit from continuing operation pre-tax of €2.5 billion in '24.

We have a total reduction NII at full funding cost of €200 million, a further reduction in NFR of €56 million, which were completely compensate by organic improvement coming from non-NII core, specifically commission and insurance, and a reduction of operating cost and provision. Like-for-like, we have a plus €200 €2 billion 550 million, to which we add €263 million related to the integration of Anima starting from Q2.

If we include also the first quarter of Anima, our profit from continuing operation would stand at €2.9 billion. Let's have a look to the composition of the profit and loss.

We have a growing revenues in terms of total revenues from €5.7 to almost €6 billion. As I mentioned before, non-NII revenues on total revenues is 49% for pro forma, but 51% considering NII at full funding cost.

Net fees and commission raised 21% to €2.5 billion, starting from €2.055 million of last year. The same strong increase of almost 60% comes from income from associates, with grow from €200 million to €330 million.

The Q4 was the first positive quarter of the last year in terms of core revenues, which grew almost 5% thanks, of course, mainly to fees, but also to a higher contribution Q4 on Q3 of NII. The same favorable trend we are experiencing in cost control.

Like-for-like, we have reduction in cost of 1.7%, which, of course, pro forma takes in account also the impact of Anima. Significant decline also in provision, where we reduced the total provision of 26%, with LLPs going down from 46 basis points of cost of risk to 40 basis points.

Just a a quick deep dive on risk profile. As you may remember, this was the main difference that we had when we started the the merger.

We had a NPE ratio of 22.5% vis-à-vis an average of the Italian bank at 15% and average of EU bank at 5%. As you can see, in the last three years, we have reduced massively this amount, and now we are at 2.2%, which is exactly in line with the Italian banks and slightly above the 1.8% of the European average.

Let me also remember that we were basically one of the few banks who didn't make recourse to the market to offset the NPE. In the same period in the same nine-year period, we assume that there were at least more than €25 billion of share issue in order to offset the the NPE from other banks.

Also, the stock is at a low record. We have now at €2.2 billion €250 million of GBV, decreased by €600 million, now which is a 21% reduction, and net NPE went down 37 0.37 point to 1.2%.

Basically, we have zero bad loan if you exclude bad loans covered with state guarantees. We in the same time have also the higher NPE coverage because we increased from 52.5% to 50 almost 56% the total coverage, excluding again the state guarantee, and also the vintage of our NPE portfolio has been reduced to less than two years.

The default rate was 0.84%, and we have managed also to reduce €1.1 billion the Stage 2 loans, which now stands at 8% of total performing loans. Capital generation: we were able to generate 194 basis points after absorbing more than 260 basis points related to €1.5 billion of dividend distributed.

We have a sort of road of the Common Equity Tier 1 during '25, which, you may remember, has been massively hit by the Anima acquisition not getting Danish Compromise. This accounted for 240 basis points on our capital, to which we had 60 basis points of regulatory headwinds, totaling 300 more than 300 basis points.

With a starting point rebased in 2024 at 12%, to this, we had the capability to generate 176 basis points, which brought the total to 13.76%, to which we had to deduct the one-off levy on extra profit reserve, which accounted for 18 basis points, bringing the stated Common Equity Tier 1 to 13.58%. We managed in January to have some hedging on some minority stakeholdings, which gave us 18 basis points of contribution to Common Equity.

We can say that nowadays, we have 13.76% of Common Equity Tier 1 after, again, absorbing Anima acquisition, regulatory headwinds, the dividend payout, and the levy on extra profit reserve. This is very important, in our opinion, because if, in such an year, we were able to offset all these headwinds and generate such a a consistent amount of capital, as we did, basically, from nine years, every years, offsetting the losses that we had in reduction of NPE, you can understand that capital generation for the future will not be a problem.

We are very confident to return very soon at 14% level. Let's go into some detailed figure on page 12.

We have the spreadsheet of Q4 on Q3 and full year '25 and full year '24. As I mentioned before, Q on Q, we have the first time of positive results of net interest income, 1.3% higher than Q3; net fees and commission, 7.5% higher than Q3.

Of course, is a bit more difficult to make a comparison year-on-year because we have the contribution of Anima nine months this year, but anyway, we have a 21% of net fees higher net fees and commission to €2.5 billion. Another quite remarkable contribution is coming from income from insurance, where, year-on-year, we passed from €116 million to €163 million.

Core revenues went up 5% Q on Q and 2.5% to year-on-year, considering more than €300 million reduction in NII year-on-year. Net financial results was €48 million positive due specifically thanks to the cost of certificates, which went down to €167 million compared with €284 million last year.

Total revenues went up to almost €6 billion compared to €5.7 billion last year, and Q on Q went up 1.1%. As I mentioned before, we have a slightly increase in operating costs, but this is driven by the Anima impact, which was not present in '24.

If we compare like-for-like, we are down in costs 1.7%. Total provision down from €547 million to €403 million.

Quarter-on-quarter, we have, instead, an increase, which is a seasonal increase, of total provision to €160 million from €81 million. Profit from continuing operation pre-tax profit were €2.8 billion year year on '25 compared to €2.5 billion '24, a 12.5% growth.

Net profit from continuing operation is 17.4% growth, with, again, a considerable growth also in net income, more than the figure that is shown on the on the on the page 12 of €2.8 billion compared to €1.9 billion. Maybe it's more effective to compare the two years without the one-off I mentioned before.

Again, is €1.880 million against €1.570 million, a growth of 20% year-on-year. On the right side of of the slide, you can see how we managed We were able to manage, and we will go through afterwards, the NII.

Of course, there was a massive reduction in NII, but if we consider that NII at full funding cost, with the contribution of the lower cost of certificates, we managed to keep the reduction '25 on '23 at only 2.2%, with €200 million reduction from '24 to '25. You can see how the impact of commission basically is now higher than the impact on NII in '25, growing to almost €3 billion from €2.3 billion of '23.

You can see the non-NII revenues growing for from 43% to more than 50%. Cost/income down to 46% from 48%.

Again, I mentioned already both the LLPs and net profit from continuing operation, which grew 38%, which is quite massive if you consider the reduction of NII. Again, net interest income, specifically a reduction of 9% year-on-year, which is 1.3% positive on quarter.

At full funding cost, the reduction was only 6.2%. The results of the last quarter was justified by the increase of 3 basis points in Euribor, which we were able to take in our commercial spread up to 2 basis points, almost the almost all the the entire Euribor increase.

Specifically, we grew 2 basis points in the liabilities spread, maintaining at 1.47% the asset spread. The managerial action sensitivity basically reached the top as it was already in Q3.

We are not hedging anymore, both in terms of replicating portfolio due to the consistency of Euribor during the last months, as well as also the intake that current accounts were stable at 37% vis-à-vis 34% of last year. Also sensitivity was there was a reduction also on sensitivity rate at €150 million.

Finally, on the last bottom-right part of the slide, you can see how a strong help in NII came also from the reduction of the wholesale issue in last year. Basically, we reduced from the beginning of '24 to the last emission, we were able to reduce the average of the wholesale bond spreads of 60 basis points, which accounts for almost €35 million per year.

That means that we have a lower cost of risk for our of of lower cost for our issuing, going on towards the end of the plan. You can see how, for each kind of issue, there was a reduction based from the last issues from related to the previous one.

A good signal, finally, in Q4, also from loan volumes. Of course, the the there was all the year a strong generation of new lending, up to €28 billion, €7 billion higher than last year, showing our our constant presence close to the client make us take advantage also from also in a period in which there is not strong growth.

We were able, of course, to foster a lot of new loans, taking a an important share of commission coming from new lending. Specifically, new lending to household grew 40% year-on-year and to non-financial corporates grew 30% year-on-year.

Also in terms of low-carbon new money long-term financing, we were up to €7.6 billion compared to €5.7 billion of last year. As as well as far as the the the the stock is related, the Q4 was €1.2 billion up Q3, growing, basically, in all the different asset class: non-financial corporates, household, and financial.

Meanwhile, when you compare with December '24, we were able to have a positive increase both in household and non-financial corporates. Meanwhile, as you may remember, we have a one only one institutional big-ticket transaction amounting from €1.5 billion, which impacted the reduction of €1.3 billion related to the institutional lending.

On the right side, some quality description: 73% of our core customer loan are located in North of Italy. We still continue to take a lot of advantage from the collateral of our loans: 52% are secured, 27% with state guarantee, and if you go to SMEs, 63% are with collateral.

More than 90% of the risk are concentrated in the best class, from mid to low risk. Net fees and commission is the the the game changer of this year, thanks not only to the Anima contribution, but also to a grow of 5% normalized for the Superbonus reduction commission '25 on '24.

As you can see, we have we passed from €2.055 million of '24 to €2.5 billion of '25. This, again, make clear the share of investment product fees passing from 36% to 49% of the total commission.

You can have some detail on the right side of the slide. In the upper part, there is an investment product fee growth 11% year-on-year like-for-like, without Anima contribution, which, of course, became €1.2 billion if you consider also the contribution of Anima, which brings to more than 50% the contribution of the asset management wealth management fees.

Also in terms of longer of investment products placement, we grew 12% in line with the growth of the commission. On the other commission, we were able to contain the reduction at 1.9%, which, if we exclude the Superbonus impact on '24, became a growth of 1.2%, specifically from having good results and increasing result results, especially from P&C insurance, consumer credit, corporate and investment banking commission, structured finance commission.

Meanwhile, some reduction in, as I mentioned before, in Superbonus and instant payments and in the payment system and activity. Let's make a a quick focus on insurance business.

As has been one of the core pillar of our strategic plan. In the last two years, we have done a lot of work integrating 100% the life business and creating the new joint venture with Crédit Agricole in P&C.

This year, we had both the IT migration of life and non-life: one run directly by us and the other one run by our partner of Crédit Agricole. Of course, as always in this case, you always experience some reduction in sales.

Basically, was not so much the case because if you see the contribution of the insurance business, this grew year-on-year 26% from €255 million to €320 million, with a pace which is much quicker than the the pace that we need to reach the target in '27. Basically, in the last year, we had the same increase that we expect for the next two years.

If we go through the different kind of insurance: life insurance grew 27%; commission were up to €70 million from €67 million. What was really affecting this results was the income from the insurance business, keeping, of course, now all the income coming from this kind of business, which grew from €116 million of last year to €163 million of '25, which is almost in line with €175 million, which we have as a target in 2027.

Let's me remember that in '23, this business contributed only for €46 million to our profit and loss. As well as far as P&C is related, we have the same growth up to 23%, coming from €71 to €88 million.

Again, definitely, we are not yet at the final speed that we assume we can take in '26 and '27. A a quick focus also on Anima and all the total customer financial asset, which, in terms of captive volumes, grew more than €13 billion, €13.7 billion in '25, and more than €25 billion in the last two years.

Really remarkable growth. As you can see, last year, we had a big impact on also from net inflows.

Asset under management grew €2.3 billion, asset under custody €3.5 billion, and current account and deposit grew almost €5 billion. We can see the same almost the same pace is if we consider the total customer financial asset held by our group, which now amounts to almost €400 billion, is €396 billion, starting from €377 last year, on a pro forma basis, of course, because we did not consolidate Anima last year, with a grow of almost €20 billion year-on-year.

A final page on Anima. Of course, the the most important piece of news is that we appointed in end of January the new CEO, Mr.

Paris Sinotto, and, of course, also the growth of Anima is quite considerable, considering also the difficulties of last year managing from one side our acquisition, the CEO the former CEO leaving in the last quarter, and managing the integration of the new business into the group. Anima managed to grow 4%, €8 billion year-on-year, and growing 5% in terms of revenues and 16% in terms of net income.

We are very happy of the contribution Anima is doing for us, and we, of course, expect this figure bettering with the new management of the company. Let's go to the cost/income, down at 46% thanks to a rigorous cost discipline that is now, I would say, quite a mark for our bank.

Like-for-like, we have the reduction 1.7%, €46 million, which, of course, including Anima, is is higher up to €2.7 billion. If we consider staff cost, we have a reduction 1.5% like-for-like.

With Anima, we have a stated €1.8 billion. If we integrate also in the first quarter Anima, the figure would have been €1 billion 825 million, but we assume that you are completely in target with the business plan, which may I may remember is €100 billion 780 million, because thanks to the retirement scheme we fostered last year, we have already generated more than 1,000 exit, and another 600 will be during the last two years.

This will be will generate €60 million of reduction of cost of personnel, only offsetted by €20 million of increase of increase of national contract and new hiring that we are doing. Also in other administrative expenses, we have quite strong reduction, 4.7% in terms of other, which, instead, we register a slight increase in depreciation and amortization due to the increasing amount of investment we are doing in IT and AI.

Let me remember that the headcount that with Anima were pro forma more than 20,000 people beginning of '25 now are down to below 19,000 people. We are 18,970 people, and a further reduction 300 people is forecasted by the end of the plan.

We already mentioned cost of risk, very good news in all aspect. Total down €600 million to €2 billion 250 million.

Net bad loan down to 0.36%, which became 0.1% excluding state guaranteed loans. The cost of risk is down to 40 basis points, but these 40 basis points includes 5 basis points related to frontloading future future derisking for other €300 million, which we forecast to materialize during this year.

Default rate at a low rate of 0.84%, increase in cure rate, and, of course, decrease in net default rate. Also, the coverage has a record level for us: without the state guarantee, we are at almost 56% in NPEs and 77% of bad loans.

I leave the floor to Edoardo Ginevra for the financial and capital side.

Edoardo Maria Ginevra

Thank you very much, Giuseppe. I'll try to be very quick in the interest of time.

Good evening everyone, of course. In this page 21, we see the evolution of the contribution of financial components to our P&L and our capital.

Reserves performed very well during the year. They had a negative contribution on a net basis above €500 million, now are below €300 million, with a further improvement during the month of January.

Bond portfolio is slightly below €47 billion. Decrease in the quarter was due to some maturities, but you may remember that we described the evolution of this portfolio as pre-investing during the rest of the year also for some maturities that we had in the final part of the year.

Composition is similar to third quarter, with 68% at amortized cost. Out of this €46.6 billion, €38 billion are govvies, of which Italy accounts for 78%.

Most of Italian bonds, as usual, as in the previous quarters, are in the category of amortized cost. Net financial result was negative last year for €82 million, now is positive for €48 million.

Most important drivers of this evolution are the reduction in cost of certificates from negative contribution €284 to negative €167. The other components accounted for €215 million, out of which almost €100 million are represented by Montepaschi dividends, which, by the way, left us some room for prudent valuations of loan booked at fair value during Q4.

22: cash is almost at €54 billion, with a positive evolution of total direct funding that now is above €137 billion thanks to €5 billion almost of increase in current account and deposit. Indicators of liquidity and funding are on a very solid level, with LCR in particular that is at 147%, which is quite on a 12-month basis the average we have continuously registered.

NSFR is constant at 126%. MREL buffer is at almost 7.7 percentage point.

The evolution of our funding has been very successful as far as our access to the markets is concerned, thanks also to positive influence of improvement in credit ratings. From Fitch, from Moody's, and DBRS, we have been upgraded, whilst S&P during the year assigned to the bank a positive outlook.

Moody's and DBRS for the first time showed for the deposits category also the A class of our rating. We were successful in issuing €2.65 billion of wholesale bonds, of which €1.75 billion using GSS&S bonds framework or EU GB factsheet.

We were the first Italian bank issuing green bond using the EU label for €500 million during the year. Secondary market spreads that were described on average basis in the first part of this presentation in NII slide, here are analyzed in terms of the difference between the average spread of the strategic plan, which is the blue bar, and the issuance spread that, for that category, we have achieved in '25.

For example, Senior Preferred, we have in the plan 140 basis points of spread. We issued this year at 95 basis points of spread.

Secondary market, which may, of course, be a slightly different type of indicator, but is interesting as a benchmark, as at the end of last year, was at 63 basis points. Similarly, also for the other categories, you see that we are well ahead of where we expected to be when we drafted the plan in February last year.

Page on capital: here we focus on evolution of this fourth quarter, where we started at 13.52%. We have to account for the levy on extra profit reserves, which dragged the capital for 18 basis points.

The real rebased 13.34%. We are at a pro forma level of 13.76%.

This is thanks to the contribution of P&L, which, after dividend, contributes for 9 basis points, 72 minus 63; to the contribution of DTAs and fair value of the comprehensive income reserves. RWA of operational risks is a one-off of 19 basis points due to the need to take account of Anima in our full-year P&L, replacing a previous full-year P&L, which was less rich in terms of revenues.

Finally, other components account for 4 bips. Organic capital creation in this quarter has been 40 24 basis points.

On a pro forma basis, taking into account the hedging transactions that we have executed in January, we add, on top, 18 basis points, coming to the level I mentioned, 13.76%. MDA buffer allows us room for additional business expansion, investment opportunities, capital deployment, which is as high as 408 basis points or, on a pro forma basis, 425.

Let me remind that the minimum threshold in the plan was 350. Finally, we continue to have material level of capital that will be created from additional sources on top of P&L, in particular, DTA and fair value of comprehensive income reserves will contribute to capital creation during the remaining part of the plan horizon, in the next two years, for an expected level of 150 basis points, of about 150 basis points.

Now I leave the floor again to Giuseppe.

Giuseppe Castagna

Just for the conclusion, thank you. Page 26, we are very satisfied and proud also for the new bank with a very strong and diversified business model we were able to build in the last years, starting from a very normal commercial bank driven by NII.

Now, as you can see, we are able to deliver almost 50% through commission, meanwhile, growing also in terms of net profit. It's just not a substitution of income and profitability, but is a growing profitability coming from a sustainable remuneration of commission.

Basically, we have the growth we experience in the last year, which is already the double of the growth we will need to have in the next two years to reach the target '27. More important, again, we are already at the 50% that we expect in terms of non-NII contribution.

Let me say that 35% of our net profit comes from wealth management, asset management, protection, which was only 24% last year and below 20% in the previous year. All this allow us to be very confident in the trajectory towards the €2 billion 150 million of the net income target, with a very consistent ROTE and ROE that we almost already reached, and the capability to continue to distribute a dividend of €1 also this year, which, as you can see, had the progression from 23 cents to 56 cents two years ago, €1 last year, but, as you may remember, this €1 was coming from out of €400 million coming from the Numia transaction.

This year, the €1.5 billion comes all from a repeatable and sustainable profitability, capability to generate profitability. All in all, with this distribution, we will reach the €3 billion, which is half of what we promised to the market, which is €6 billion, but we are already ahead of expectation because the first two years were considered lower in terms of profitability vis-à-vis the next two years.

If we consider the average price of the stock in 2025, the dividend yield is 9%. Let's have a look: recap on '25.

Profitability at record level with overdelivery of €130 million. More diversified and sustainable business model, producing 50% of non-NII revenues.

Record of asset quality, reduction of NPE to 1.2%, and a good increase in the Common Equity Tier 1 ratio, notwithstanding a very difficult year in terms of headwind, to just not to remember that the year was, in a way, more difficult for many reason. Notwithstanding that, we are already ahead of the figure we gave with our business plan in February vis-à-vis the target '26, both in terms of total revenues, in terms of operating costs, in terms of cost of risk.

Of course, these allow us to say that pre-tax target are confirmed, with some room for overperformance. Of course, we know that for the next two years, there will be or, basically, next three years, there will be some external challenge.

We have a budget law which increased the tax rate in the plan horizon, and we have also some incremental due to specific systemic charges. Notwithstanding that, we think that through managerial action, the advantage accrued in '25, the capital generation that we are able to produce, we will, in any case, be able to deliver €1 dividend per share also in 2026, and, doing so, remaining ahead of the €6 billion target distribution that we have for 2027.

This is my final page, I would go for Q&A section.

Operator

Thank you. 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 1 on their touchtone telephone.

To remove yourself from the question queue, please press star and 2. We kindly ask to use the handset when asking questions.

Anyone who has a question may press star and 1 at this time. First question is from Giovanni Razzoli, Deutsche Bank.

Giovanni Razzoli

Good afternoon to everybody. I had two questions.

The first one is on the NII. We have seen an acceleration of the household segment in terms of loan growth in the Q4, but most of the growth was driven quarter-on-quarter by the financial institutions.

I expect that the trend of the NII in the coming quarters could be supported more by the growth in the household volumes going forward. I was wondering whether my understanding is correct, because, on the other side, I've seen that you have reduced by around €2 billion your replicating portfolio in the Q4 when compared with the Q3.

If I remind it correctly, you tend to replicate much less than the other peers. I was wondering what shall we expect going forward in terms of NII when compared with the Q4.

The second questions relates to the governance, and specifically to the evolution of the governance and legal framework in the coming weeks. We've seen some coverage on the press.

You are planning to introduce the changes in the article of associations. What are the steps that we shall expect from here in terms of governance, legal framework?

If you have the opportunity to clarify this to us. Thank you.

Giuseppe Castagna

Thank you. Let's start from NII.

We think that the pace of new loans we were able to produce last year is, and also the increase in Q on Q, is a good signal for forecasting a slow increase also in terms of portfolio of stock of loans. Beginning of the year is not that bad.

Of course, every year, you have to stand and replace what is expiring end of the year, but we are already at quite good pace. We are confident that this year could be the first year of recovery also in terms of loans.

Don't forget that last year we grew €5 billion in terms of deposit. This, I think, a very strong assumption.

I don't know if we can repeat the same pace, but, in any case, the margin coming from deposit is exactly the same the margin coming from loan. This is another very good way to increase NII without taking further risks.

Of course, we will stand close to our client, taking all the advantage also for increasing loans, but is not the only way to better NII. I leave to Edoardo the replicating portfolio, but maybe I can go through your question about governance.

As you have seen from the published documents, we plan to amend our bylaws to comply with Legge Capitali and provide for an increased minority representation to our shareholders in line with the spirit of the law. As we have a new EGM on February 23rd, which will be followed by the submission of the slates for the renewal of the board.

If we will go for the list of the board, we have to submit 40 days before the ordinary shareholder meetings of 16th April, this will be within 7th of March. If the list will be presented by the shareholders, the presentation will be allowed up to 25 days before such extraordinary meeting, within 22nd of March.

In terms, of course, of requirement, I think they are the usual requirement which are requested by ECB, so, of course, fit and proper requirements, independence requirements, rules, equilibrium on gender, and, specifically, of course, we have some bylaws which imply that, of course, in terms of competitors, we cannot have in our board members of competitors.

Edoardo Maria Ginevra

Thank you. On the replicating portfolio, you are right.

We have reduced the level versus what we had in September, but this was, I think, completely planned. In September, we basically entered into new transactions to anticipate the maturity of some swaps that was due to happen by end of the year.

We came back to the level that we plan to have in our strategic plan, which is exactly €25 billion. Next year, we will start the year with this €25 billion.

The contribution to NII of the replicating portfolio is expected to be supportive, to represent a tailwind for the overall NII, given the evolution of especially the floating rate, the leg that is paying leg for us. Also the replicating portfolio on top of the commercial part, the evolution of the commercial part, will allow us to reap some benefits.

Another point worth mentioning is that despite the observation you made on replicating portfolio, still our sensitivity, overall NII sensitivity, is reduced, especially compared to June, given that on that period, it was €50 million higher.

Giuseppe Castagna

Like-for-like, of course, considering the contribution to NII or the contribution including certificates.

Giovanni Razzoli

Thank you.

Operator

Next question is from Sofie Peterzéns, Goldman Sachs.

Sofie Peterzéns

Hi. Here is Sofie from Goldman Sachs, and thanks a lot for taking my question.

My first question would be on the investment products on slide 15. We can see that the upfront fees were very strong at €343 million.

Should we expect this to remain the run rate going forward, or do you see kind of scope for increasing both upfront fees and also the running fees on the investment products? Then my second question is on the systemic charges that you mentioned on slide 26 sorry, 27 that you expect kind of incremental systemic charges.

Could you just walk us through what these charges are and how we should think about these new challenges? Thank you.

Giuseppe Castagna

Thank you, Sofie. On investment products, yes, has been a very strong pace, but we come from years of increasing this kind of of product, and, of course, having now Anima into our group, it would be even easy to have the opportunity to give to offer our client the best product, having the possibility to offer without any advantage for us, but only in the interest of client, both insurance product, asset under management, funds, SICAV, certificates, and whatever.

We think this is something that we can continue. Asset under management, notwithstanding the growth of the last years, we are still with the share which is a bit below the average of our competitors, we feel that we can have the opportunity to have a common policy together with Anima and grow in this respect.

I have to add that next year we will be this year, of course, '26, we will be more attentive to the product which will generate a run rate rather than upfront. This year, we were a bit in the middle of our bancassurance business proposition, and we had also the the the need to serve our client with product which were we were not were more in the interest of our client in terms of yield, reducing our commission in the run rate.

Starting from this year, we are not anymore in this situation. We will have only one company, which we will do together with Anima the new product, and this will make much easier to have product which will have more run rate embedded.

I leave Edoardo for the systemic charge.

Edoardo Maria Ginevra

Okay. On systemic charge, of course, there is this specific case which is very well known in the Italian market of Banca Progetto, which will require Italian banks to contribute through the Interbank Fund.

Our share is around €20 million per year in the next five years. On top, there is a small amount that we contribute to the Insurance Fund, which is additional €5 million, €6 million.

I am talking about gross before tax.

Sofie Peterzéns

That's very clear. Thank you.

Operator

Next question is from Antonio Reale, Bank of America.

Antonio Reale

Hi, good evening. It's Antonio from Bank of America.

Two questions for me, please. The first one is on your outlook for revenues in 2026.

Your slide 27 shows your business plan targets, which increasingly look very conservative now in the context of the strong numbers you've managed to deliver in 2025, and also in the context of your remarks in the presentation. As things stand, your 2026 revenue number, it basically imply no growth year-on-year.

I'd like to understand or get a more up-to-date target on what you think this number could look like and possibly understand the moving parts on the sort of key revenue line items. The second question is really a follow-up on the previous question on governance, because I'm trying to square up I think yesterday Crédit Agricole said that they would like to have a fair representation on the board, and it's not a surprise given the shareholder register.

Based on what you said earlier though of not having members of a competitor on the board, do you think this is going to require an additional approval from ECB or other authorities in Italy? Just trying to understand how this comment squares up, if I understand correctly.

Thank you.

Giuseppe Castagna

Okay. Yes, every time we announce some plan, it looks like not to be conservative.

Then when we reach, of course, a further step looks conservative. Let's say that we are very happy of where we stand right now.

Of course, which were the figure for 2026. On top of that, we have some headwinds that I mentioned before.

We are committed to make good results also for '26, trying to offset this €100 million of lower net profit coming from the new taxation and the contribution that Edoardo was specifying. If you start from €1 billion 800 €880 million, which is the net profit of this year, not considering the contribution of Anima, I think is a quite impressive increase towards, of course, the final target, which is more related to '27.

Again, we are also committing in paying the same amount of dividend for this year. In terms of governance, no, we do not need any approval.

It's Crédit Agricole, I think, that need approval from ECB. We just have, as I mentioned before, we have done some change in our bylaws in order to accommodate, but not only for Crédit Agricole, but for the minorities, all the minorities, a more consistent pace, also considering the level of shareholding held by Crédit Agricole.

We are going ahead. Of course, in order to change the bylaw, we need an approval from ECB, but is not related to the Crédit Agricole possible board member.

Antonio Reale

Thank you.

Giuseppe Castagna

Okay.

Operator

Next question is from Manuela Meroni, Intesa Sanpaolo.

Manuela Meroni

Yes, good afternoon, and thank you for taking my questions. The first one is on the capital basis.

I'm wondering if you expect to make some optimization actions of your risk-weighted assets in 2026. I'm referring to potential SRT or maybe some action in order to reduce the capital impact of Anima.

The second question is a follow-up on the question that you just answered. I would like to understand what should happen in order to allow you to revise your targets for 2026 and '27.

This is something that, at some stage in 2026, we may expect? The third question is on the hedging transaction that you executed in January.

I'm wondering if you can elaborate a little bit more, providing some, let's say, indication also if there is any impact on the P&L. Thank you.

Edoardo Maria Ginevra

Thank you, Manuela. Edoardo here, Ginevra.

In 2026, the indication that we gave of 14% is based on, I would say, more of the same of what we had done during this year. Strong attention to capital absorption in origination, management actions to reoptimize RWA, including, as you mentioned correctly, synthetic securitizations, and capital production through P&L, the 20% retained earnings, and DTAs and pull-to-par of fair value other comprehensive income reserves.

We have, on top, a kind of confidence that, at least with this market scenario, we may be even more effective, for example, in managing the bond portfolio and creating additional capital out of that, if needed. We don't have extraordinary transactions expected to contribute to this evolution.

In this fashion, what we had done in the hedging transaction is a simple capital hedging structure that we have to avoid to deduct from capital participations that have exceeded the threshold of 10% for the total participations below 10%. It's a transaction that creates synthetic short position, counterbalancing the long positions, and, net net, generating capital efficiency via avoiding the deduction.

For

Giuseppe Castagna

as far as your second question, let me remember, Manuela, that we gave this number only in February this year. Were numbers that we gave under an OPS, I think you can understand that we were not shy when we gave this number to the market.

We are very happy that, in the first year, we are above. We are as well confident that we will be good in '26 and '27, but, for '26, let at least go through the one or two quarter in order to understand better the situation.

For '27, just some figure: we have a target of €2.150 million. Without Anima, we are at €1 billion 880 million, is €270 million.

Let me say that we can add another €100 million of tax that we didn't expect, is €370 million, is 20% more than the net profit this year. Let me wait a bit in order to increase a 20% increase on net profit, to which we are still very much committed.

It's difficult to say that we can right now, two years in advance, raise this target.

Manuela Meroni

Thank you.

Giuseppe Castagna

Thank you.

Operator

Next question is from Delphine Lee, J.P. Morgan.

Delphine Lee

Good evening. Thank you for taking my questions.

Just wanted to come back on the governance. Just trying to think about if you could give us some color about what you think once Crédit Agricole will have some representation in the board, what implication that would have long term strategically.

My second question is just a very quick one on guidance on sort of net financial results, if you don't mind, given it's can be sometimes a bit volatile. If you don't mind giving us a little bit of sort of reminder of what you said in your business plan and then also maybe for this year what do you expect, including or excluding the dividends of Montepaschi?

Thank you.

Giuseppe Castagna

Delphine. For the first question, no, frankly speaking, I think that there will be an important shareholders which will be represented in the board doesn't change that the bank remain a public company with a very important shareholder.

I think we have been able to run the bank quite independently up to now. All the move we have done in insurance, asset management are completely showing the independence of mind of our management.

I don't expect any implication in this regard. Of course, we will strengthen all the rules related to the conflict of interest.

This is something that also ECB will require for anybody being in our board running a business which is in some way in competition with us. For the rest, I think also Crédit Agricole is a very happy.

They have invested very recently in our bank. They are getting some good reward from the investment.

We have two joint ventures in common, I don't expect anything different from what we do right now.

Edoardo Maria Ginevra

Okay. On net financial result, I think that is not surprise that this is an item that shows some volatility.

We inserted in our strategic plan a conservative outlook for this item of the P&L, which, after some reclassifications that we have done and we explained to the analyst community while in June or in the second quarter of this year, can be quantified in slightly below €50 million. This is the indication for 2027.

Current expectation is to be able to be confident to do better than that, leveraging on both the reduction in cost of certificates and on the ability to produce revenues from our structuring activity that is included within the certificates, and so on and so forth, what is included within trading. Last but not least, of course, this item will include dividends from MPS, which is factored into our plan for an amount consistent with the dividend payout which was announced one year ago by the bank.

Delphine Lee

Thank you very much.

Operator

Next question is from Luís Pratas, Autonomous Research.

Luís Pratas

Good afternoon. Thank you very much for taking my questions.

The first one is on the cost of risk guidance. Essentially, you printed 40 basis points this year.

You also reduced the NPE ratio significantly. I was just wondering, why do you reiterate your 43 basis points 2026 target?

Are you seeing any signs of deterioration picking up? Then my second question is on the tax rate.

Can you provide the guidance for the tax rate in 2026? I think you had 29% in 2025, not sure if there were any one-offs here or can we just assume maybe 2 percentage points higher, 31%?

Thank you.

Giuseppe Castagna

Hello. Hi, Giuseppe Castagna.

No, you're right. Of course, cost of risk, now our cost of risk is basically driven by default rate.

As you were mentioning, we have a very low stock, very well provisioned, we don't have any possible increase of cost of risk coming from managing the stock. Of course, inflow, the default rate, is always a question mark.

We have had a very good '25, as well as good '24. With this, assuming there could be another year at that level, of course, we will have some bettering in terms of cost of risk, but, of course, it's very difficult, especially if we forecast a potential increase in the demand, which we don't see yet so strong, but could become stronger, is difficult to not consider at least 1% of default rate.

If the default rate will be lower, considering that we don't have any stock to manage, increasing provision, of course, the run rate related only to the default will be lower than our guidance, and we will update it during the year. On

Edoardo Maria Ginevra

tax rate, we are in our outlook in the area of 33%, including, of course, the increase in taxes coming from the recent budget law. This year, correctly, your observation, it's been lower.

It's a technical outcome of the same budget law, originating one-off effects on DTAs that were readjusted to the new tax rates introduced by the budget law, we basically have increased the current fair value of DTAs, and this generated a one-off benefit on taxes.

Luís Pratas

Thank you very much.

Operator

Next question is from Lorenzo Giacometti, Intermonte.

Fabrizio Bernardi

Yes, good evening. Thank you for the presentation and for taking my questions.

I have actually two. The first one is whether there is any chance that you will be able to obtain a review on the ECB's decision on the Danish Compromise.

The second one, also on Anima, is what are in your opinion the most reasonable options you have in the medium term for the stake you hold in Anima? Keep it listed, delist it, or bring in industrial partners?

Thank you.

Giuseppe Castagna

No, on the Danish Compromise, I think that the recent publication by EBA seems to close the various doors, we are not assuming to have benefits from reviews, also bearing in mind this recent position from EBA. On Anima, as I mentioned also before during the other presentation, we are really happy to be free to decide what to do with the remaining 10%.

As we have the possibility to take on board other partner, new commercial partner, old commercial partner. All the definition of the banking system in Italy is ongoing, let us wait the right moment to decide what to do.

Of course, having the Anima listed, I think is much more flexible to operate in this respect, also considering that, basically, for one year, we had to offer to retire the 10% stake the same price of the OPA we did, and, basically, right during these hours, the price of Anima is coming back towards the €7. Of course, is something that we will decide, but we are not pressed.

We have many project, many potential opportunity that want to exploit.

Fabrizio Bernardi

Thank you.

Operator

Next question is from Noemi Peruch, Morgan Stanley.

Noemi Peruch

Good evening, and thank you for taking my question. I would like to ask in which P&L line you see room for overperformance in 2026?

Which action are you planning to implement to reach targets? You mentioned wholesale spread, but if you could elaborate more, it would be very useful.

Then on the capital and 18 bips Common Equity impact from the hedging transaction, am I understanding correctly that you hedged the stake in Monte? If so, what's the net stake at the minute?

Thank you very much.

Giuseppe Castagna

Again, we we gave on page I think the last page of my presentation was very clear in saying that we are above the plan, both in total revenues, in operating costs, in cost of risk. For sure, this will be the aspect that are more encouraging.

Specifically, I would say, commission, thanks to the consolidation 100% of Anima for the full year. Of course, the insurance that we made the focus in order to make you understand the pace of growth we are experiencing.

Some in all the commission, I think we will grow and will be better than this year. Of course, NII have depends from the interest rate where they will stand.

Of course, with which an Euribor, which is like the current one, and we consider it to to be stable, of course, we think that we will be in line with the 20 2026 forecast, but lower than this year. Cost of risk, as I mentioned before to your colleague from Q&A, we think that depends on the default rate.

We are assuming the 1% default rate. We think that with a better default rate, we can do better.

Edoardo Maria Ginevra

On the hedging transaction, I prefer to repeat what I said. We had inefficiencies due to the fact that, in total, our participations below 10% exceeded the 10% of own funds threshold, and we implemented the transaction allowing us to come back within that maximum level, avoiding these deductions.

Operator

Next question is from Hugo Cruz, KBW.

Hugo Cruz

Hi, thank you for the time. Just one more question.

You talked about a lot of the revenue lines. I don't think you've given indication for trading, which has been very difficult to forecast.

Also related to trading, should we expect any material impact from this hedging transaction in January? If you could just give a bit of an indication what could be the trading income in 2026.

Thank you.

Edoardo Maria Ginevra

It's always difficult to commit to give indications on single lines of the P&L, and trading, of course, is the most difficult. Again, allow me to say that, in the current market scenario, we believe we'll be able to improve the final level of contribution of trading both in '26 and in '27, allowing us some room of maneuver in general to exploit tailwinds on the revenue side.

Thank you.

Hugo Cruz

Thank you.

Operator

Next question is from Adele Palamá, UBS.

Adele Palamà

Yes, hi. Good evening.

Sorry to repeat the question, but I have a question on the NII evolution. In the target for 2026, the quarterly run rate basically implied a little bit of decrease versus this quarter print.

Now, I understand that the guidance has degree of conservativeness, but I want you to understand in term of lending growth, are you still expecting I think the plan had 1.7% growth as assumption? Then how is the lending growth expected also for 2027?

Is there any change or potential upside on that loan growth? Then which are the possible headwind that might bring the quarterly run rate for 2026 NII down versus the fourth quarter?

Then the second question is actually on the capital. I just want to double-check the DTA recovery that you had in 2025, the impact on the capital, the total one, and then the DTA recovery that you expect for 2026 and 2027.

I have an amount of around 80 basis point between '26 and '27. I'm just want to check if that amount is correct.

Thanks.

Giuseppe Castagna

I'll try to answer to your first question related to NII. I think it's very consistent with the Euribor forecast that all the banks are doing, basically flat on 2%.

We are still linked to our forecast of growth in terms of loans, but, as I mentioned before, we, for instance, this year, we were very much better in terms of deposit growth. We depend also on that.

Having said that, we are reducing, in our forecast, the reduction vis-à-vis '25, if you consider the new Euribor average for '26, and we feel that is not conservative, is quite consistent with the current situation. Maybe Edoardo, do you want to say on the DTA?

Edoardo Maria Ginevra

Yes, we gave indication that we expect from DTA and fair value other comprehensive income in total 150 basis points of capital creation between '26 and '27. Most of this capital creation will definitely come from DTAs.

Adele Palamà

Sorry, if I can make a follow-up on the NII. Is the lending growth of 1.7% has an upside risk in your estimate?

Edoardo Maria Ginevra

What do you mean, sorry, an upside risk? We can do better than that?

Adele Palamà

Do you think you can do better?

Giuseppe Castagna

Okay. Of course, normally, if there is a growth, our bank, historically, due to the geographic footprint and strength in structured finance, SMEs, corporates, normally, we grow more than the banking system.

We don't see yet such a strong growth in order to say that we can change the forecast of 1.5%, 1.6% growth.

Adele Palamà

Thanks.

Giuseppe Castagna

Thank you.

Operator

Mr. Riscassi, gentlemen, there are no more questions registered at this time.

Sorry, we have one more question from Giuseppe Grimaldi, BNP Paribas.

Giuseppe Grimaldi

Everybody, and thanks for taking my question. I have a brief one related to the replicating, just a clarification.

You said before that you expect some tailwind from the replicating this year. Can you help us in understanding the magnitude of that?

Edoardo Maria Ginevra

€25 billion of average volumes, magnitude may help if you compare a scenario of past year, 2.17%, 2.2%, let's say, average Euribor; this year, expected level of 2%; and some delay in the translation of Euribor into cost of the swap. The order of magnitude is slightly less than the 20 basis points multiplied by the €25 billion.

Giuseppe Grimaldi

Thank you for the clarification.

Edoardo Maria Ginevra

Also will depend, sorry, on renewal of existing swaps with new ones. There are risks in that because we have part of this replicating that is maturing during the year, some €6 billion, and, over time, we will need to see what will be the market rates from the swap curve.

Giuseppe Grimaldi

Thank you. Maybe just a quick follow-up if we can expect some growth in NII considering you have given a pretty solid outlook in terms of volume and replicating as well is expected to be a tailwind.

What kind of NII growth we can expect for '26?

Edoardo Maria Ginevra

We stick to the guidance that we gave in the plans, conservatively stay slightly above €3 billion.

Giuseppe Grimaldi

Thank you.

Operator

Gentlemen, we have no more questions registered at this time.

Giuseppe Castagna

Thank you very much to everybody. I expect to see you in person in the next few days, and thanks for your attendances.

Bye.

Operator

Ladies and gentlemen, thank you for joining. The conference is now over.

You may disconnect your telephones.