UBI Banca


Unione di Banche Italiane S.p.A., commonly known for its trading name UBI Banca, is an Italian banking Group, the fifth largest in Italy by number of branches, It was formed on 1 April 2007 from the merger of the Banche Popolari Unite and Banca Lombarda e Piemontese banking groups.
UBI Banca shares are listed on the Borsa Italiana and are included in the FTSE MIB index.

History

Banche Popolari Unite

Banche Popolari Unite, trading as BPU Banca, was formed by the merger of Banca Popolare di Bergamo – Credito Varesino Group with Banca Popolare Commercio e Industria Group, both Popular Bank, a kind of urban co-operative bank in Italy, in 2003. Their subsidiaries at that time were Banca Popolare di Ancona, Cassa di Risparmio di Fano, Banca Popolare di Luino e di Varese and Banca Carime. Although the two groups merged, Banca Popolare di Bergamo and Banca Popolare Commercio e Industria were re-incorporated as a subsidiary in the form of società per azioni.
Carifano was sold back to the minority shareholders of Banca Popolare di Ancona in 2005.
In 2006 the board of directors of Banche Popolari Unite agreed another merger with another Italian banking group Banca Lombarda.

Unione di Banche Italiane

The UBI Banca Group was formed on 1 April 2007 from the merger of the BPU Banca Group and the Banca Lombarda Group. The Group operates mainly on the retail market and is present in most regions of Italy, although its focus is primarily on northern Italy. The parent company has its headquarters in Bergamo.
On 20 January 2015 the Council of Ministers issued a decree-law which requires Popular Banks with assets of greater than €8 billion to demutualize into a società per azioni. In the same year UBI Banca was demutualized.
On 27 June 2016, the business plan for 2019–20 was announced. The subsidiaries Banca Popolare di Bergamo, Banco di Brescia, Banca Popolare Commercio e Industria, Banca Regionale Europea, Banca Popolare di Ancona, Banca Carime and Banca di Valle Camonica would be absorbed by parent company UBI Banca in 2016–17.
On 12 January 2017 UBI Banca submitted a binding bid of €1 to buy Nuova Banca delle Marche, Nuova Banca dell'Etruria e del Lazio and Nuova Cassa di Risparmio di Chieti, with conditions that the three banks would be recapitalized for an estimated €450 million by the fund, as well as selling some of the target banks' non-performing loans in order to lower the size of their risk-weighted assets to below €10.6 billion, increase coverage ratio for the NPLs, and a minimum of CET1 ratio of 9.1%. UBI Banca would also recapitalized for a maximum of €400 million in order to counter-weight the effect of bad will. On 18 January the bid was accepted and signing the contract. On 10 May, the transaction was completed. On the same day, a plan to merge the 3 banks into UBI Banca was also announced. In June 2017, about 167 million number of new shares were offered to the existing shareholders for €2.395 each, in order to raise aforementioned €400 million for the completion of the acquisition of the 3 banks.

Group structure

The group is composed of the following companies: :
Despite one of the 5 largest banks of Italy by total assets,, the banking network of UBI Banca was only concentrated in the regions which member banks were came from. For example, a market share of over 15% in Calabria, between 5 and 15% in Apulia, Basilicata, Campania, Marche, Lombardy, Piedmont and Liguria. Market share in other regions were below 5% or even below 2%.

Governance

UBI Banca has adopted a two tier governance system with two boards, a supervisory board and a management board.

Shareholders

Article 120 of the consolidated finance law states that persons holding more than 3% of the share capital in a share issuer which has Italy as its member state of origin must notify this to the company and to the Consob.
On the basis of Consob communications, on 7 February 2017 the following investors possessed shareholdings of greater than 2%:
The two banking foundations gained part of their shares due to 2017 absorption of Banca Popolare Commercio e Industria and Banca Regionale Europea into UBI Banca.

Shareholders' agreement

Some of the shareholders also signed shareholders' agreements, represented 17.04% voting rights in 2016.
As at 14 March 2017, "Patto dei Mille" represented 3.001% shares, while rival syndicate "Sindacato Azionisti UBI Banca SpA" represented 13.64% shares; Fondazione Banca del Monte di Lombardia, Fondazione Cassa di Risparmio di Trento e Rovereto and Cattolica Assicurazioni belongs to "Sindacato Azionisti UBI Banca SpA".
The shareholders' agreement made the syndicate was the largest shareholder, followed by Fondazione Cassa di Risparmio di Cuneo and Silchester International Investors.

Sponsorship

UBI Banca, via Banco di Brescia, was the main sponsor of football club Brescia Calcio. After all banking subsidiaries/brands became defunct, UBI Banca was the main sponsor of the reserve team of Bergamo-based Atalanta B.C., as well as the "official bank" of the whole club. The contract with Brescia was also extended, which UBI Banca itself became the main sponsor.