11. Information for investors

 

 

Share price data

2013

2014

Share price

500.0

498.0

Total number of shares

42,174,013

42,210,057

P/E ratio 2014

17.5

16.3

P/BV ratio

2.1

1.9

Max share price

568.0

545.0

Min share price

311.4

442.1

Market capitalization (PLN B)

21.1

21

Average traded volume (PLN m)

11.9

12.8

Dividend per share (PLN)

10.0

17.0

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11.1. mBank shareholders and share prices on the WSE

mBank shareholders

Commerzbank AG has been the majority shareholder of mBank since 1994. The stake of Commerzbank has been increasing gradually, from 21.0% in 1995 through 50.0% in 2000 to 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 2014, 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 2014, the major one was ING Otwarty Fundusz Emerytalny, which before December 10, 2014 held 2,126,430 shares comprising 5.04% of mBank’s share capital. On December 10, 2014 ING OFE informed of holding 2,085,679 shares of the company, i.e. 4.94% of its share capital.

The second major mBank shareholder was AVIVA Otwarty Fundusz Emerytalny Aviva BZ WBK (Aviva OFE), which decreased its share in the total number of votes in the Bank below 5%. As at July 30, 2014 the share of Aviva OFE in the mBank share capital was 4.996%.

The charts below present the geographical allocation and type of investors in mBank shares at the end of 2014.

 

Quotations of mBank shares in 2014

As of December 31, 2014, the following characteristics of mBank shares can be highlighted:

  • Nominal value per share: PLN 4.00
  • Registered share capital: PLN 168,840 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 WIG-Banki; the shares also participate in the derivative indices based on WIG20.

In 2014, the total number of mBank shares increased by 36,044 shares issued as part of an incentive programme. Consequently, the registered share capital increased by PLN 144.2 thousand.

Quotations of mBank shares in 2014 should be analysed in the context of the situation on the Warsaw Stock Exchange and other worldwide stock markets.  

In 2014 the main indices on the WSE: WIG and WIG20 did not report major changes. WIG grew slightly by 0.3%, while WIG20 decreased by 3.5%.  mWIG40, the index of 40 medium-sized enterprises quoted on the WSE main market, profited most growing by 4.1% on an annual basis. Small enterprises performed much worse. WIG250, the index of small enterprises, which was withdrawn at the end of 2014, dropped by 16.8%.  WIG-Banki Index decreased by 0.7%.

This means that the Warsaw Stock Exchange did not experience the bull market reported in the US, where the S&P500 Index grew by 12.7%, Dow Jones Industrial by 8.8%, and Nasdaq Composite by 14.8%. The Tokyo based Nikkei225 Index gained 7.1% in value. European markets reported worse results - Frankfurt (DAX +2.7%), Paris (CAC40 -0.5%) and London (FTSE250 +0.9%). EURO STOXX Index, grouping 50 largest enterprises from the Eurozone countries, was up by 1.2% at the end of 2014 compared to 2013; whereas EURO STOXX Banks Index fell by 4.9% in 2014 .

Stagnation that could be observed in the WSE in 2014 resulted from internal and external factors. 

The balance of power on the WSE changed in 2014. Disassembly of open-ended pension funds led to a fall in demand for Polish shares from the largest domestic investors, what mostly affected small and medium sized enterprises.  At the same time the flow of capital to the share market was effectively blocked by the bull market of treasury bonds that lasted throughout the entire year. It was strongly affected by deflation pressure in Poland and other European countries and the strategy of investing in safer assets as a result of a tense situation in the East.

Limited flow of external capital to the WSE results mainly from high investment risk due to the Russian-Ukrainian conflict. It is also a consequence of a relatively strong and stable zloty, making the shares of Polish companies less attractive to foreign investors.

Quotations of mBank shares on the WSE in 2014 followed the trend of main WSE indices. The closing price per mBank share during the last session in 2014 (30 December) stood at PLN 498.0. This represents a decrease by 0.4% compared to the price reported at the last session in 2013 (PLN 500), and an increase by 3.0% compared to the dividend-adjusted price at the end of 2013. The lowest price per mBank share was reported on August 12, 2014 (PLN 442.1), while the highest price was reached on February 28, 2014 (PLN 545.0).

Capitalisation at the end of 2014 reached PLN 21.0 billion (EUR 4.9 billion).

Quotations of mBank shares in 2014 against WIG-Banks and Euro STOXX Banks indices

 

Change

2013

Q1 2014

Q2 2014

Q3 2014

Q4 2014

2014

mBank

+53.4%

+7.8%

-6.3%

-2.6%

+1.2%

-0.4%

WIG-Banki Index

+20.5%

+9.2%

-7.1%

+7.0%

-8.4%

-0.7%

EURO STOXX Banks Index

+25.9%

+9.8%

-5.6%

+1.8%

-9.9%

-4.9%

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11.2. Ratings of mBank and Group subsidiaries

Evaluation of mBank’s financial credibility

mBank has rating agreements with Fitch Ratings (Fitch) and Standard & Poor’s Ratings Services (S&P’s). Ratings assigned by these agencies in 2014 are presented in the table below.

 

 

Fitch - status as of December  31, 2014

mBank

Commerzbank AG

Long–term IDR

A

A+

Short-term IDR

F1

F1+

Viability rating

bbb-

bbb

Support rating

1

1

Outlook for long-term rating

negative

negative

Rating of senior unsecured debt issued under the Euro Medium Term Note Programme (EMTN)

A; F1

-

Bonds' tranches issued by mFinance France in 2012-2014

A

-

S&P’s - status as of December 31, 2014

mBank

Commerzbank AG

Long-term deposits rating

BBB+

A-

Short-term rating

A-2

A-2

Stand Alone Credit Profile

bbb-

bbb-

Outlook for long-term rating

negative

negative

Rating of the Euro Medium Term Note Programme (EMTN)

BBB+

-

Bonds' tranches issued by mFinance France in 2012-2014

BBB+

-

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On March 27, 2014, the Fitch Ratings agency confirmed the long-term foreign currency Issuer Default Rating of mBank at the "A" level, changing its outlook from stable to negative. The adjustment of mBank's rating outlook resulted from changing the Commerzbank's long-term rating outlook from stable to negative due to a global review of assessments of support provided by the state to European banks conducted by the Fitch agency.

On May 19, 2014 Fitch once again confirmed mBank’s long-term rating for foreign currency at “A” with a negative outlook.  The rating is higher than that for long-term debt of Poland in a foreign currency, which is at “A-”. According to Fitch, mBank's viability rating is influenced by its position in the Polish banking sector, a limited risk appetite, solid financial results, high capitalisation and a favourable macroeconomic environment. The still high, although gradually decreasing, share of mortgage loans in foreign currencies in mBank's credit portfolio and a material scale of needs with regard to refinancing in foreign currencies in the next years are considered by the agency to be risk factors. mBank’s long-term rating reflects very high probability of support from Commerzbank. On the other hand, Commerzbank’s long-term rating provides for potential support of the state.  As a result of entry into force of the Bank Recovery and Resolution Directive (BRRD) which limits to minimum the possibility of state support for banks going bankrupt, according to Fitch agency it is probable that in Q1 2015 the long-term rating of Commerzbank will be reduced to “viability rating”, which will entail applying the same action at mBank.  

In 2014, the mBank's rating and the rating outlook issued by S&P’s did not change. The long-term rating of mBank at “BBB+” is by one notch lower than the assessment of Poland’s creditworthiness for a foreign currency (“A-”). On February 3, 2015, S&P listed mBank’s long-term and short-term rating on a CreditWatch with negative implications, following the same decision made for Commerzbank.

According to the credit opinion of S&P's of June 6, 2014, mBank's rating is a resultant of the reference level ("anchor") "bbb-" for all commercial banks in Poland and the agency's opinion concerning "adequate" business position of the Bank, "adequate" capital position and profitability, "adequate" risk assessment and liquidity. The risk adjusted high profitability and an established market position with a balanced contribution of retail and corporate banking are considered by the agency to be the most significant strengths of mBank. mBank’s long-term rating is positively influenced by potential support from Commerzbank. According to S&P's, mBank's rating level is limited by the following: portfolio of mortgage loans in foreign currencies, "loans/deposits" ratio higher than in the peer group and dependence on wholesale funding.

Next to ratings ordered at Fitch and S&P’s, mBank is also assigned the rating of Moody’s Investors Service granted on the basis of publicly available information as an entity not participating in the rating process.  As at December 31, 2014, Moody’s rating was as follows:

  • Long-term rating of deposits: Baa3 with a negative perspective (Commerzbank: Baa1).
  • Short-term rating:  Prime-3 (Commerzbank: Prime-2).
  • Baseline Credit Assessment: ba2 (Commerzbank: ba1) and financial strength rating (BFSR) D
     (Commerzbank: D+).

On May 29, 2014, Moody's lowered the long-term rating outlook to negative for more than eighty European banks, including Commerzbank and mBank. This was Moody's reaction to the official adoption of the Bank Recovery and Resolution Directive and Single Resolution Mechanism by the Council of the European Union, which could result in negative implications for the support rating.

Ratings of mBank Hipoteczny S.A. and mLeasing Sp. z o.o.

As at December 31, 2014, Fitch ratings assigned to mBank Hipoteczny and mLeasing were as follows: 

 

Fitch Ratings – ratings of mBank Hipoteczny and mLeasing

Long–term IDR

A (negative outlook)

Short-term IDR

F1

Support rating

1

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Oceny te zostały podtrzymane w dniu 19 maja 2014 roku. Ponadto, publiczne i hipoteczne listy zastawne emitowane przez mBank Hipoteczny posiadają ocenę „A”.

11.3. Investor Relations at mBank

The Investor Relations Team at mBank is responsible for communication with investors interested in mBank’s shares and debt securities, and with analysts.  Pursuant to the policy of transparency, the team is responsible for providing complete and relevant information about mBank Group to interested parties.

mBank has paid close attention to ensuring effective communication with its investors and analysts. In 2014 four direct and on-line conferences for analysts and investors were held to discuss the Bank’s results. For the viewers’ convenience, the meetings with the Management Board convened on this occasion were broadcast on-line in Polish and English, and made available on the official website of the Bank. 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 (more than 20 meetings with pension and investment fund managers).

Relationships with analysts, shareholders and potential investors are also strengthened by meetings at conferences held in Poland and abroad.  In 2014 mBank participated in 2 conferences in Warsaw, 7 conferences in Europe and USA and 4 roadshows in UK, Germany, Scandinavian countries and USA.

Furthermore, analysts and investors of mBank are kept informed about important events related to mBank Group via monthly newsletters and e-mails.

Like every year, two sessions were organised as part of regular meetings with the Bank’s rating agencies.

In 2014, a new, refreshed and more user-friendly website of the Bank’s investor relations was released (http://www.mbank.pl/relacje-inwestorskie/). The new Internet service was designed primarily for the recipients, both Polish and English speaking. Taking them into consideration, all information on mBank Group, including financial results, shareholding structure, Annual  Meetings, ratings, performance of mBank’s shares on the WSE, current reports, and details on consensus estimates for the Group was grouped thematically and in the order of their relevance to the recipients. What is more, a new, educational part of IR website called “For new investors” was launched. It is dedicated for new, potential investors.

11.3.1.   Recommendations

mBank Group and its performance are monitored by analysts representing various financial institutions, banks and brokers. mBank is on the watch list of several domestic and foreign banks whose analysts issue their recommendations for mBank shares.  These include the following: Citi Investment Research (DM Banku Handlowego), Deutsche Bank, Goldman Sachs International, Millennium DM, BoA Merrill Lynch, Raiffeisen Centrobank, Unicredit CAIB Polska, ING Securities, Espirito Santo Investment Bank Poland, Wood & Company, J.P. Morgan, Keefe, Bruyette & Woods, DM PKO BP, DM BZ WBK, DI Investors, Ipopema Securities, Noble Securities, Trigon DM, Erste Securities Polska and DM BOŚ. In 2014, Trigon DM joined the group of analysts monitoring mBank’s shares, while Morgan Stanley resigned from covering mBank.

As at the end of 2014, the structure of recommendations for mBank’s shares was as follows:

The current consensus of expected results of the Group for 2014-2015 is available at mBank’s website: http://www.mbank.pl/relacje-inwestorskie/akcje-mbank/konsensus.html.