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Mediobanca Corporate Presentation Università Commerciale L. Bocconi, Milan September 20 th 2013

Mediobanca Corporate Presentation · by 21 Investimenti €150m Financial Advisor to the Acquiror € 97m€ July 2011 Disposal of c. 85% shareholding in Banca Agricola Commerciale

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Mediobanca Corporate Presentation

Università Commerciale L. Bocconi, Milan

September 20th 2013

2

History and mission of Mediobanca

Group Profile

1950s: supporting growth of leading Italian groups

1956: listing on Milan stock market (the first banking group listed after the war)

Fiduciary business via Spafid (1951), consumer credit with Compass (1960) and leasing with Selma (1970)

Founded in 1946 by Comit, Credit and Banco di Roma, the three state-owned “banks of national interest”

Mission: to support the rebuilding of the Italian industry through supply of medium/long-term financing

and advisory services to enterprises

Key role in Italian industry restructuring: MB became “house bank” for the most important Italian

industrialists

By mid-1970s MB’s equity investment portfolio included Generali (4.5%), Fiat (2.5%), Montedison (2.5%),

Olivetti (5%), Pirelli & C, (3.3%) and Fondiaria (10%)

1998: MB privatization; core shareholders’ pact between state-owned banks (25%) and private corporates

(25%)

New management team (2003) and strategy refocused on banking activities

CIB activities internationalized with the opening of branches in Paris (2004), New York (2006), Madrid

(2007), Frankfurt (2007), London (2008) and Istanbul (2012)

Creation of a leading domestic operator in consumer lending (acquisition and merger of Linea, 2007)

Retail banking started with CheBanca! (2008)

Industrial restructuring followed by a surge of privatizations and IPOs, where MB confirmed its leadership

Residential mortgages business started up with Micos (1992)

Increase in size of equity investment portfolio (Generali 14%)

Private banking business entered with Banca Esperia (2001) and CMB (2003)

Recent years

diversification

1990s – early 00s

Italian largest

privatizations

1970s – 80s

Restructuring of Italian

Industries

1946

Foundation

1950-70s

Development

3

Business model

Mediobanca Group

Principal

Investing

Retail &

Consumer

CIB &

Private Banking

Wholesale Banking

Lending

Advisory

Capital Markets

Equity

investments

Retail banking

Consumer credit

Private banking

Corporate Centre

Leasing

4

Increasing international presence

Direct presence

France

Lending and Corporate Finance

Istanbul

Corporate Finance

U.S.A

Brokerage

Germany

Lending and Corporate Finance

Spain

Lending and Corporate Finance

2004 2007 2012

London

Madrid New York

Rome

Milan

Frankfurt

Paris

Luxembourg

Moscow

Istanbul

U.K

Capital Markets

2008

U.S.A

Brokerage

Spain

Lending and Corporate Finance

5

Client-focused professionals organized by Industry Teams

A track record of 60 years of unparalleled achievement and

long-term relationships with major Italian groups

Proven capability in providing a comprehensive service

Unique understanding of domestic industrial, regulatory,

legal and tax environment

Excellent relationships with major international financial

institutions, such as investment banks, commercial banks,

private equity funds, etc.

Strategic

objectives

Company

valuations

Mergers and

acquisition

Disposals

and

spinoffs

Shareholders

agreements

Debt

Advisory

Corporate

Restructurings

Relations with

Institutional

bodies

Joint – ventures

And partnerships

Financial

Analysis and

benchmark

Company

Offices Milan and regional

Area offices Frankfurt Madrid Paris

Debt Advisory TMT FIG

Energy Industries Branded Goods

& Industrials Real Estate

Corporate Finance

6

Leadership in M&A confirmed not only by the size and importance of the deals, but also the high degree of coverage in

terms of industries

M&A major deals in 2011-2013

Acquisition by Telecinco of assets from Grupo Prisa (Cuatro and a 22% stake in

Digital+)

January 2011

Financial Advisor to Mediaset

€ 1,0bn

Acquisition by Eaglemoss

Publishing of a 51% stake

in GE Fabbri Ltd from RCS

Mediagroup SpA

January 2011

Advisor to the Target

€ 27.43m

Disposal of renewable assets to Bridgepoint, Canepa

Energy, REEF, Antin and Gas Natural

September 2011

Financial Advisor to ACS

€ 1,815m

Acquisition of SET Group

by Limak from

Italcementi Group

March 2011

Financial Advisor to Italcementi Group

€ 290m

Acquisition by BC Partners

of a 78.7% stake in

Gruppo Coin

June 2011

Sell Side Advisor to Financière Tintoretto

€1.4bn

Acquisition by Prysmian of

100% stake capital of

Draka Holding

March 2011

Advisor to the Acquiror

€ 1.3bn

Acquisition by Global

Games of 50,68% stake in

SNAI and subsequent

tender offer for

outstanding shares

June 2011

Advisor to Global Games

€ 187m

Acquisition of 77.5% stake

in Visiant Galyleo

June 2011

Advisor to Indra

March 2011

Value undisclosed

Acquisition by

Openjob

of 100% Metis

Financial advisor to

Openjob

July 2011

Acquisition of

Pittarello Group

by 21 Investimenti

€ 150m

Financial Advisor to

the Acquiror

€ 97m

July 2011

Disposal of c. 85% shareholding in

Banca Agricola Commerciale della Rep. di S. Marino by

UniCredit to Istituto Bancario

Sammarinese

Advisor to UniCredit

Acquisition of

Gianfranco Ferrè

(IT Holding Group) by

Paris Group

March 2011

Financial Advisor to the Seller

Value undisclosed

Acquisition of Ittierre

(IT Holding Group) by

Albisetti S.p.A.

January 2011

Financial Advisor to the Seller

Value undisclosed

Partnership in life and non-life bancassurance with purchase of a 81%

stake in Bipiemme Vita by Covéa Group

September 2011

Financial Advisor to

Banca Popolare di Milano

€ 243m

October 2011

€ 700m

Acquisition by

Tim Participações of

AES Atimus Group

Financial Advisor to

Telecom Italia

€ 573m

December 2011

Acquisition by JS Group Corp. of the entire share

capital of Permasteelisa S.p.A.

from Investindustrial and Alpha P.E

Financial Advisor to the

Sellers

January 2012

Acquisition by Coesia Group of 100% of FlexLink Holding AB from

AAC Capital Partners

Value undisclosed

Sole Financial Advisor to

Coesia Group

October 2011

€ 609.6m

Acquisition by

Eurazeo SA of a 45% stake

in Moncler SpA from

Carlyle Group Plc and

Brands Partners 2 SpA

Advisor to the target

December 2011

Acquisition of Balconi

S.p.A. by Clessidra SGR

S.p.A.

Value undisclosed

Financial Advisor to the

Seller

Value undisclosed

Investment by Fondo Italiano di Investimento SGR through equity and

convertible capital increase

Financial Advisor to the

Seller

January 2012 December 2011

€ 82,7m

Acquisition by Emak of the entire share capital of Tecomec, Comet, Sabart

and Raico from Yama

Financial Advisor to the

Acquiror

Value undisclosed

November 2011

Acquisition of

Alcisa Group by

Grandi Salumifici Italiani

Financial Advisor to the

Acquiror

December 2011

Equity investment by

Fondo Italiano di

Investimento SGR

Value undisclosed

Financial Advisor to the

Seller

May 2012

Disposal of Delmi’s 50% stake in TdE, controlling holding of Edison S.p.A., to EDF and acquisition by Delmi of a 70% stake in

Edipower S.p.A.

Financial Advisor to a2a

€ 1.668m

Acquisition of the

depositary bank activity

of four italian cooperative

bank groups by ICBPI

July 2012

Advisor to ICBPI

€ 49m

Acquisition by

Swisscom of

Metroweb together with

F2i

March 2012

Advisor to Swisscom

€ 436m

March 2012

Value undisclosed

Acquisition of Coccinelle S.p.A. by E.Land World

Limited

Financial Advisor to the

Seller

€ 3.5bn

October 2012

Financial Advisor to Eni S.p.A.

Sale of 30% of

SNAM to CDP

Value undisclosed

December 2012

Sole Financial Advisor to Coesia Group

Acquisition by Coesia Group of

100% of Oystar North America from

Odewald & Cie.

February 2013

Business combination

between Sesa Group and

Made in Italy 1 SPAC

Financial Advisor to Sesa

€ 140m

Acquisition of the majority stake by

PAI Partners from Marcolin Family and Della Valle Family

December 2012

Financial Advisor of PAI Partners

€ 264m

Sale to C.R. Asti of 60.42%

stake of MPS into

Biverbanca

December 2012

Financial Advisor to MPS

€ 208m

December 2012

Recapitalization

Financial Advisor to the Target

€ 5,425m

Acquisition from

municipality of Turin of a

stake in

AMIAT e TRM

December 2012

Financial Advisor to IREN

€ 426,2m

December 2012

Advisor to Müller Group

€ 1,641m

Disposal of Müller Group’s stake in Douglas

Holding to Advent International

Take-over and

squeeze out by

Bollorè

December 2012

Financial Advisor to the Acquiror and

Presenting Bank

€ 46m

SAFA

December 2012

Merger with Bollorè

Financial Advisor to the Acquiror

€ 360m

Financiere du Loch

Sale of Brazilian

electricity transmission

network concessions

December 2012

Financial Advisor to ACS

€ 752m

November 2012

Investment of FSI in

Paprec Group

Financial Advisor to FSI

€ 800m Value undiscloesd

November 2012

Financial Advisor to DMK

Acquisition of

Rosen Eiskrem

by DMK

March 2013

Reorganization of Endesa

participations in

Latin America

Financial Advisor to

Enel / Endesa

€ 4,587m

January 2013

Equity investment by

Fondo Italiano di

Investimento SGR

Financial Advisor to

the Seller

€ 11m

April 2013

Acquisition of

Safe

by Landi Renzo

Financial Advisor to

the Acquiror

Value undiscloesd

Disposal of

Generali US life

reinsurance business to

SCOR

Pending

Financial Advisor to Generali

€ 704m

May 2013

Disposal of South European businesses to Norbert

Dentressangle by Fiege

Financial Advisor to the Seller

Value undisclosed

Italian jeans

manufacturer (Grotto)

October 2012

Financial Advisor to the Company

€ 72m

May 2013

Construction equipment, agriculture and

industrial automation

Financial Advisor to the Company

€ 298m

May 2013

Units’ disposal of the real estate fund managed by Morgan Stanley SGR S.p.A.

Financial Advisor to MSEOF Como Sarl and

MSEOF Garda Srl

€ 83.7m

May 2013

Acquisition of a 92% stake in GBW by

a consortium led by PATRIZIA Immobilien AG

Financial Advisor to the Acquiror

€ 2.5bn

July 2013

Acquisition of a

majority stake in

Pomellato Group by

PPR/Kering

Value undisclosed

Financial Advisor of the Acquiror

June 2013

Sale of 66 branches to Banco Etcheverria

Financial Advisor to NCG

€ 75m

Pending

Disposal of Carige AM SGR

by Banca Carige

Financial Advisor to Banca Carige

€ 101m

7

M&A Deals cross-border

Redefinition of the joint

venture agreements with

GDF Suez

March 2011

Financial Advisor to Acea

July 2011

Acquisition of

Ono Packaging by CCPL

Financial Advisor to CCPL

October 2011

€ 609.6m

Acquisition by

Eurazeo SA of a 45% stake in

Moncler SpA from

Carlyle Group Plc and Brands

Partners 2 SpA

Advisor to the target

Acquisition by SMEG of

Australian assets and brands of

REXEL

2011

Financial Advisor to SMEG

Partnership in life and non-life bancassurance

with purchase of a 81% stake in

Bipiemme Vita by Covéa Group

September 2011

Financial Advisor to

Banca Popolare di Milano

€ 243m

Acquisition of 77.5% stake in

Visiant Galyleo

June 2011

Advisor to Indra

Acquisition by Telecinco of assets from Grupo Prisa (Cuatro

and a 22% stake in Digital+)

January 2011

Financial Advisor to Mediaset

€ 1,0bn

July 2010

Value undisclosed

Acquisition of a Non-Performing Loan Portfolio by

ColonyCapital

Financial Advisor to Acquiror

October 2009

Value undisclosed

Acquisition of Wagon Automotive Nagold by

Metalmeccanica Tiberina

Financial Advisor to Acquiror

September 2008

Value undisclosed

Acquisition of Eurocryor

by EPTA SpA

Financial Advisor to Acquiror

February 2008

Value undisclosed

Acquisition of parts from Endesa by E.ON

Financial Advisor to Seller

June 2007

€2.0bn

Acquisition of Enel Viesgo from Enel by E.ON

Financial Advisor to Seller

Acquisition of

Maciachini business park (Milan)

from

IVG Immobilien

October 2009

Financial advisor to the Acquiror

€ 300m

Acquisition of 100% of Madaus Pharma by Rottapharm

June 2007

Financial Advisor to Rottapharm

Value undisclosed

Acquisition by

Credit Agricole SA of

Carispe and 96 branches (an 80%

interest in Cassa di Risparmio

della Spezia)

November 2010

Advisor to Credit Agricole

Value undisclosed

Disposal by Carrefour of 20%

Finper stake to Brunelli family

February 2010

Financial Advisor to the

Seller

€ 100m

Acquisition by Arcotecnica Real

Estate of Icade Italia SpA from

Icade

March 2010

Advisor to the Target

Value undisclosed

Acquisition by Air France of a

stake in Cai/Alitalia

February 2009

Financial Advisor to the

Acquiror

€ 323m

Acquisition by Koninklijke Philips

Electronic of Saeco International

Group

May 2009

Financial advisor to the Target

€ 200m

Dismissal by Enel of 80% of

Enel Rete Gas to F2i and AXA

Private Equity

May 2009

Financial Advisor to Enel

€ 1.5bn

November 2009

Advisor to ENI

€2.0bn

Buy-back of minority

shareholders

Acquisition by ENI of the

primary gas operator in

Belgium

October 2008

Financial Advisor to the Acquiror

€ 4.8bn

Dismissal by Telecom Italia of

100% of Alice France

(TI French broadband operations)

June 2008

Co-Advisor to the Seller

€ 800mln

October 2008

Minority investment of

SNCF in NTV

Advisor to NTV

€ 80m

March 2008

Disposal of

LA SNET to E-on

Advisor to ENEL

March 2008

Acquisition by Cofathec

of 7 power plants from

Edison

€ 226 m

Advisor to Edison

Disposal by Assicurazioni

Generali SpA of Nuova Tirrena

Spa to Groupama SA

August 2007

Financial Advisor to the

Seller

€ 1.25bn

Disposal by Accor SA of Gemeas

Cusin Ristorazione e Scapa Italia

to Barclays P.E.

October 2007

Financial Advisor to the Seller

€ 135mn

Acquisition of

Montepaschivita by AXA

March 2007

€1.6bn

Advisor to Montepaschivita

July 2007

Acquisition of Beni Stabili

by Groupe Financiere des

Regions

€5.3bn

Advisor to Beni Stabili

October 2008

Disposal of

energy assets in Italy to

Suez

€2.6bn

Advisor to ENI

Acquisition by BC Partners of a

78.7% stake in Gruppo Coin

June 2011

€1.4bn

Sell Side Advisor to Financière Tintoretto

May 2012

Public tender offer on 100%

Buongiorno S.p.A. shares

by DoCoMo Deutschland GmbH

Financial Advisor to the Target

€ 224m

September 2012

Restructuring of Seat Pagine

Gialle S.p.A. financial debt

Financial Advisor to Senior

Secured bond holders

€ 2.9bn

July 2013

Acquisition of a majority

stake in Pomellato Group by

PPR/Kering

Value undisclosed

Financial Advisor of the Acquiror

May 2013

Disposal of South European businesses to Norbert

Dentressangle by Fiege

Financial Advisor to the Seller

Value undisclosed

May 2013

Units’ disposal of the real estate fund managed by

Morgan Stanley SGR S.p.A.

Financial Advisor to MSEOF Como Sarl and

MSEOF Garda Srl

€ 83.7m

Disposal of

Generali US life reinsurance

business to SCOR

Pending

Financial Advisor to Generali

€ 704m

8

Lending & Structured Finance

Financing specialists are active in

advising client on analyzing potential capital structure

and financing solutions available across a broad array

of debt products, including addressing credit rating

implications

providing structuring and execution of lending

transactions

granting access to significant size financing through

the international syndicated market

offering facility and security agency services for

Corporate and Structured Finance transactions

Additional Services Facility Agency Security Agency Rating Advisory Debt Advisory

Offices Milan and regional

area offices Frankfurt London Madrid Paris

Leveraged

finance

Corporate

lending

Export

finance

Project

finance

Loan

Syndications

Debt Origination

Company

9

Syndicated loans – leading position in Italy

The role of Bookrunner always entails the status of Mandated Lead Arranger

€ 985m

LBO

Bookrunner

July 2011

€ 1.35bn

(Italy & Spain)

Facilities

Coordinator

July 2011

€ 1.95bn

Revolving Credit Facility

Bookrunner

October 2011

€ 2.1bn

Acquisition & Refinancing

Facilities

Bookrunner

September 2011

€ 3.2bn

Refinancing Facilities

Bookrunner

February 2012

€ 11bn

Refinancing Facilities

Bookrunner

July 2012

€ 900m

Refinancing Facilities

Mandated Lead Arranger

August 2011

€ 308m

Refinancing Facilities

Mandated Lead Arranger

April 2012

€ 500m

Refinancing Facilities

Mandated Lead Arranger

May 2012

€ 600m

Acquisition Facilities

Mandated Lead Arranger

April 2012

€ 1.3bn

Credit Facility

Mandated Lead Arranger

January 2010

TELCO S.p.A.

€ 1,070m

Refinancing Facilities

Bookrunner

January 2010

€ 10bn

Revolving Credit Facility

Sole Coordinator

April 2010 May 2010

€ 400m

TL & RCF

Mandated Lead Arranger

December 2010

€ 2bn

Revolving Credit Facility

Mandated Lead Arranger

November 2010

€ 1.2bn

Revolving Credit Facility

Bookrunner

December 2010

€ 1.4bn ($ and €)

Facilities

Global Coordinator

June 2011

€ 700m

Revolving Credit Facility

Mandated Lead Arranger

€ 850m

Refinancing Facilities

Bookrunner

June 2011

€ 300m

Refinancing Facility

Bookrunner

June 2011

December 2008

€ 3.1bn

Term Loan Facilities

Bookrunner

June 2008

€ 110m

Term Loan Facilities

Mandated Lead Arranger

June 2008

€ 3.2bn

Term Loan Facilities

Bookrunner

June 2008

€ 275.6m

Project Financing

Bookrunner

December 2008

€ 360m

Term Loan Facilities

Bookrunner

€ 8bn

TL & Forward Start

Bookrunner

April 2009

For the acquisition of

25% of:

€ 113m

LBO

Sole Bookrunner

May 2008 July 2008

€ 190m

Refinancing Facilities

Bookrunner

€ 1,025m

Senior Credit Facilities

Bookrunner

September 2009

Enel Rete Gas

July 2009

€ 600m

Term Facilities

Bookrunner

€ 35bn

Term Loan Facilities

Bookrunner

April 2007

€ 1,280m

Acquisition Financing

Bookrunner

March 2007

€ 2bn

TL & RCF

Bookrunner

March 2007 February 2007

€ 365m

Senior and Subordinated

Facilities

Sole Bookrunner

January 2007

€ 555m

Senior and Second Lien

Credit Facilities

Bookrunner

December 2007

€ 275m

Term Loan Facility

Bookrunner

€ 500m

Term Loan Facility

Bookrunner

October 2006

€ 200m

Term Loan Facility

Bookrunner

December 2006

€ 1.2bn

Senior Refinancing

Facilities

Bookrunner

May 2006

€ 550m

TL & RCF

Bookrunner

March 2006

€ 750m

Revolving Credit Facility

Bookrunner

April 2006

€ 300m

Revolving Credit Facility

Bookrunner

April 2006

€ 5bn

Revolving Credit Facility

Bookrunner

November 2005

€ 250m

TL & RCF

Bookrunner

December 2005

€ 500m

TL & RCF

Bookrunner

December 2005

€ 1,050m

Refinancing Facility

Mandated Lead Arranger

May 2012

TELCO S.p.A.

€ 400m

Refinancing Facilities

Bookrunner

July 2011

€ 1,246m

Acquisition Facilities

Bookrunner

May 2012

€ 9.44bn

Forward Start

Revolving Credit Facility

Bookrunner and Doc Agent

February 2013

€ 400m

Term Facilities

Mandated Lead Arranger

February 2013

November 2012

€ 130m

Refinancing and

General Corporate

Mandated Lead Arranger

and Bookrunner

December 2012

€ 200m

Refinancing and

General Corporate

Mandated Lead Arranger

and Bookrunner

November 2012

Arranger

€ 50m

Revolving Credit Facility

€ 200m

Capex Line and

General Corporate

Mandated Lead Arranger

February 2013

€ 150m

Refinancing, Capex and

General Corporate

Mandated Lead Arranger

and Project Monitor

June 2013

€ 345m

General Corporate

Bookrunner,

Mandated Lead Arranger

and Facility Agent

April 2013

€ 2bn

Revolving Credit Facility

Bookrunner

February 2013

€ 600m

General Corporate

Bookrunner,

Mandated Lead Arranger

and Facility Agent

April 2013

€ 600m

Refinancing Facilities and

General Corporate

Mandated Lead Arranger

June 2013

10

Syndicated loans – increasing international presence

The role of Bookrunner always entails the status of Mandated Lead Arranger

€ 6bn

Refinancing Facilities

Bookrunner

March 2011

€ 3.5bn

Refinancing Facilities

Bookrunner

February 2012

€ 300m

Revolving Credit Facility

Mandated Lead Arranger

June 2012

February 2011

€ 655m

Acquisition Financing

Mandated Lead Arranger

€ 2.5bn

Refinancing Facilities

Mandated Lead Arranger

January 2011

€ 735m

Refinancing Facilities

Bookrunner

February 2011 January 2011

£ 230m

Refinancing Facilities

Mandated Lead Arranger

€ 1.8bn

Multicurrency

Refinancing Facilities

Mandated Lead Arranger

June 2011 June 2011

$ 250m Super Senior RCF

Mandated Lead Arranger

Kinove

(Evonik - CarbonBlack)

December 2010

$ 1.2bn

Senior Secured Credit

Facilities

Mandated Lead Arranger

€ 1bn

Term Loan Facility

Bookrunner

December 2010

€ 675m

Senior Credit Facilities

Mandated Lead Arranger

December 2010

August 2010

€ 1.5bn Acquisition Financing

Bookrunner

£ 300m

Acquisition Facilities

Mandated Lead Arranger

November 2010 October 2010

CHF 1.1bn

Acquisition Financing

Mandated Lead Arranger

August 2010

€ 550m

Refinancing Facilities

Mandated Lead Arranger

July 2010

€ 500m

Add-on Facility

Mandated Lead Arranger

£ 625m

New Class B Facility

Mandated Lead Arranger

August 2010 July 2010

€ 500m Revolving Credit Facility

Mandated Lead Arranger

July 2011

€ 900m Acquisition Facilities

Bookrunner

€ 2.6bn

Refinancing

Mandated Lead Arranger

July 2010 June 2010

€ 1.2bn

Refinancing Facilities

Bookrunner

June 2010

€ 450m Refinancing Facilities

Bookrunner

€ 400m

Refinancing Facilities

Mandated Lead Arranger

June 2010

£100m

Refinancing Facilities

Bookrunner

April 2010 April 2010

€ 3bn

Refinancing Facilities

Mandated Lead Arranger

May 2010

€ 2.5bn

Refinancing Facilities

Mandated Lead Arranger

€ 2.5bn

Refinancing Facilities

Bookrunner

April 2010

£ 530m

Revolving Credit Facility

Mandated Lead Arranger

March 2010

$ 300m

Term Loan Refinancing

Bookrunner

April 2010 March 2010

€ 4bn

Term Loan Facilities

Mandated Lead Arranger

$ 13bn

Refinancing

Mandated Lead Arranger

March 2010

€ 2.5bn

Revolving Credit Facility

Mandated Lead Arranger

March 2010 December 2009

€ 1.2bn

Refinancing

Mandated Lead Arranger

€ 690m

Acquisition Financing

Bookrunner

October 2009

March 2010

€ 3.9bn

Term Facilities

Mandated Lead Arranger

June 2009

€ 8.7bn

Refinancing Facilities

Mandated Lead Arranger

February 2009

€ 4bn

Forward Start Facility

Mandated Lead Arranger

€ 2.5bn

RCF

Bookrunner

June 2009

€ 268m

Senior Credit Facilities

Bookrunner

August 2008

Value undisclosed

Structured Financing

Bookrunner

November 2008

€ 1,250m

Acquisition Financing

Bookrunner

August 2008 June 2008

€ 850m

RCF

Bookrunner

€ 970m

Acquisition Financing

Bookrunner

August 2008

April 2011

€ 7.5bn Acquisition Facilities

Mandated Lead Arranger

June 2011

€ 380m

Refinancing Facilities

Mandated Lead Arranger

€ 650m

Refinancing Facilities

Mandated Lead Arranger

June 2011

October 2012

€ 2.9bn

Refinancing

Arranger

December 2012

€ 1,100m

USD 700m

Refinancing

Arranger

€ 581.5m

Credit Facilities

Mandated Lead Arranger

October 2011

€ 3.3bn

Credit Facilities

Mandated Lead Arranger

June 2011

€ 840m

Refinancing Facility

Mandated Lead Arranger

and Bookrunner

Red & Black

Holding GmbH

Holding company of

HUGO BOSS

December 2012

£405m

Acquisition Financing

November 2012

Lead Arranger

February 2013

Forward start facility of

Telefonica S.A.

syndicated financing

€ 1,250m

June 2013

Guarantee backing an €400m EIB financing

Mandated Lead Arranger

June 2013

US$14.6bn

Senior and Subordinated

Debt Acquisition

Financing

Participation

June 2013

£3.3bn

Acquisition Financing

Participation

June 2013

€3.3bn

Acquisition Financing

Arranger

June 2013

US$13bn

Revolving Credit

Facilities

Co-Arranger

€ 1.25bn

Multicurrency Term and

Revolving Facilities

Coordinator, MLA and

Bookrunner

May 2013

€ 70m

Senior Add-on

Acquisition Facility

Participant

April 2013 January 2013

€ 480m

Senior Refinancing

Facilities

Mandated Lead Arranger

January 2013

€ 4.5bn

Term and Revolving

Credit Facility

Mandated Lead Arranger and Bookrunner

March 2013

€ 1,100m

Revolving Credit Facility

Arranger

11

Capital Markets

Mediobanca’s capital markets products and structuring expertise is based in London and Milan

Merger & Acquisition related

transactions

Stake building

Single stock hedging

Yield enhancement

Mediobanca and insurance

capital

Structured equity finance

High net worth individuals

Corporate principal

investment

Treasury shares management

Flow business

Investor Marketing

Equity Solutions

CLOs

Balance sheet CLOs

High grade CDOs

SMEs CLOs

Placement of funds purchasing

asset with ABS techniques

Restructuring of structured

products portfolios

CFOs

Structured Credit

Financial investments

Capital

Fund raising

Retail products

Principal investments

Emerging market

Credit and Alternatives

solutions

Coverage of private equity

funds

Syndication and origination of

leverage loans in Northern

Europe

Leverage Finance

CDS single name and indexes

ABS

Back-to-back instruments

Credit Trading Coverage of almost 100 Italian

listed companies

Coverage of pan-European

financial institutions with a

Team of 8 professionals,

including 2 specialist sales

Equity Research

Government Bond

Interest Rates and Inflation

swaps

Option on IRS and Bonds

Exotic Interest Rates

Instruments

Rates Trading

12

ECM & DCM recent transactions

ECM

DCM

2007

IPO (shares)

Joint Global Coordinator, Joint Bookrunner and Sponsor

€ 151,51m

IPO (shares)

Global Coordinator, Bookrunner and Sponsor

€ 414m

2007

IPO (shares)

2007

Global Coordinator, Sole Bookrunner and Listing Partner

€ 38,5m

ABO (shares)

2007

Sole bookrunner

€ 429m

IPO (shares)

Joint Global Coordinator, Joint Bookrunner and Sponsor

€ 210m

2007 2008

IPO (shares)

€ 4m

Global Coordinator, Bookrunner and Listing

Partner

2009

IPO (shares)

€ 8m

Global Coordinator and

Bookrunner

2010

ABO (shares)

€ 89m

Joint Bookrunner

2010

ABO

(shares)

€ 25m

Sole Bookrunner

2010

IPO (shares)

€ 37m

Global Coordinator, Bookrunner and Sponsor

2010

ABO (shares)

€ 21m

Joint Bookrunner

2009

IPO (shares)

€ 120.3m

Joint Global Coordinator, Joint Bookrunner and Sponsor

2010

ABO (shares)

€ 233m

Sole Bookrunner

2010

ABO (shares)

€ 51m

Sole Bookrunner

2010

IPO (shares)

€ 2,466

Joint Global Coordinator, Joint Bookrunner and Sponsor

Joint Global Coordinator, Joint Bookrunner and

Sponsor

2011

€ 379m

IPO

(shares)

2012

ABO (shares)

€ 281m

Joint Bookrunner

IPO

(shares)

Joint Global Coordinator,

Joint Bookrunner and Sponsor

€ 174m

2012 2013

ABO (shares)

€ 185m

Joint Global Coordinator and Joint Bookrunner

2013

IPO (shares)

€ 245m

Joint Global Coordinator,

Joint Bookrunner and Sponsor

ABO

(shares)

Sole Bookrunner

ca. €16m

2013

ABO

(shares)

Joint Bookrunner

ca. € 9m

2012

July 2013

Joint Bookrunner

€ 425,000,000

8.5% August 2020

September 2013

Joint Bookrunner

€ 750,000,000

3.125% September 2020

September 2013

Joint Bookrunner

€ 1,250,000,000

Hybrid

6.5% January 2074

November 2012

Joint Bookrunner

€ 400,000,000

6.125% November 2019

November 2012

Joint Bookrunner

€ 750,000,000

2.000% November 2015

€ 750,000,000

3.500% February 2020

Joint Bookrunner

November 2012

€ 350m

4% Senior Unsecured

due November 2014

Joint Bookrunner

November 2012

Joint Bookrunner

€ 750,000,000

4.500% November 2019

December 2012

€ 1,250,000,000

Fixed/Floating

Senior Dated Subordinated

Notes Due December 2042

Joint Bookrunner Joint Bookrunner

January 2013

€ 400m

4.00 % Senior Unsecured

due July 2015

Joint Bookrunner

Joint Bookrunner

January 2013

€ 250m tap

3,375% Senior Unsecured

due January 2018

Joint Bookrunner

April 2013

Joint Bookrunner

€ 230,000,000

3.875% April 2018

April 2013

Joint Bookrunner

€ 1,000,000,000

2.375% June 2017

€ 500,000,000

3.375% January 2021

March 2013

Joint Bookrunner

€ 750,000,000

Hybrid

7.750% March 2073

March 2013

Joint Bookrunner

€ 1,250,000,000

6.625% March 2018

March 2013

€ 300,000,000

4.25% March 2019

Joint Bookrunner

February 2013

Arranger

US$ 50,000,000

6.25% Senior Notes

Amortising due 2023

January 2013

Joint Bookrunner

€ 700,000,000

5.200% January 2028

May 2013

Joint Bookrunner

€ 750,000,000

2.736% May 2019

May 2013

Arranger

US$ 35,000,000

4.25% Senior Notes

Amortising due 2025

May / June 2013

Exchange GBP LT2 due 2018

vs new GBP senior due 2018

New Notes issued amount:

GBP 170,082,000

Lead Dealer Manager

July 2013

Joint Bookrunner

€500,000,000

4.375% January 2021

April 2013

Joint Bookrunner

€ 300,000,000

3mE+87bps January 2016

13

Risk Management Activities

Operational Risk

Management

Enterprise Risk

Management

Chief Risk Officer

Risk Management

London – Risk Projects

Credit Risk

Management

Market Risk

Management

Responsible for monitoring and reporting risks to the CEO

Provides leadership, vision and direction to the Enterprise Risk Management development and its absorption into the Bank’s culture

Counterparty

analysis and credit

and market

assessment of

transactions

Rating advisory

Monitoring and

reporting of market

related exposures

Liquidity risk

management

Independent

validation of Front

Office derivatives

pricing models

Risk oversight of

trading activities in

MB London branch

Measuring and

monitoring of risks

deriving from

internal processes,

people, systems

and external events

Portfolio monitoring and stress testing

ICAAP – Internal Capital Adequacy Assessment Process

Internal rating system validation

14

Key Tasks

Operations Services

Fidi, Garanzie

Financial Markets

Support

Specific area of expertise

Business strategy

Process analysis

Middle Office

Key Tasks

Demand Management

Project Management

Procedures & policies

Specific area of expertise

Process reengineering

Technology

Support in development

of new capital markets

products

Analysis of requests of

changes in the

information system

Organization

Demand Management

Key Tasks

System integration

Software development

Interface

customer/vendor

Specific area of expertise

IT and TLC

Process analysis

Structured approach

Information Technology

Key Tasks

Cash/securities account

Settlement

Complaints

Credits and Loans

Derivatives

Specific area of expertise

Business administration

Process analysis

Back Office

Struttura Integrata di Servizi

Corporate

Finance

Corporate &

Investment

Banking

Lending &

Structured

Finance

Capital

Markets

Mediobanca

Securities

S.I.S. - Struttura Integrata di Servizi

15

Profiles required

Studies

business, finance, economics

engineering , physics

computational sciences

Languages

english

Specific area of expertise

business strategy

financial mathematics

process analysis

technology

Studies

business, finance, economics

management engineering

Languages

english

french, spanish, german

Specific area of expertise

financial accounting

corporate valuation

business law

Studies

business, finance, economics

management engineering

statistics, mathematics, physics

Languages

english

french, spanish, german

Specific area of expertise

financial mathematics

econometrics

financial markets & products

Corporate Finance Lending & Structured Finance

Operations Capital Markets

Values

16

Why Mediobanca?

History of success

Culture

Training

Innovation and

flexibility

Sustainable business model

Leadership

Mediobanca is the leading investment bank in Italy and

one of the most important players in the European

arena

Our people are our most valuable asset. We all share

the culture, ethical principles and the pride that

helped the Bank achieve 65 years of success

Working at Mediobanca means working in a fast and

flexible environment where confidentiality is a

treasured value

Because of our flat hierarchical structure, new joiners

can benefit from working side by side with senior and

experienced professionals to maximise their growth at

such an early and fundamental stage of their careers

We always take a 360° approach to our clients with

the goal of constantly addressing their needs in the

medium-long term and to work hard to maintain their

trust

17

months

Junior Talent Program (JTP)

Skills and

knowledge enhacement

----------------------------------------------------------------

Country / Team rotation

Sponsor Team + Host Team

21 18 15 12 9 6

Internship

Skills and interests

identification

---------------------------

Italy or Abroad

Sponsor Team

3 24

Mediobanca’s 1st Junior Talent Program

Who is eligible?

Outstanding interns who have successfully concluded a 6 months internship

What about the program content?

The program is tailor-made: Country/team rotations will be planned to match the individual's skills & interests to the Bank’s

business needs

What do I have to do to apply?

Just apply to our year-round internship openings by sending your cv

What happens next?

If you have been successful during the JTP and have enjoyed your time with us, on the basis of the openings you will be

assigned to your new team

18

Età: 29

Formazione: Laurea in

Ingegneria Gestionale

(Politecnico di Milano)

Master post lauream in Finanza

Quantitativa e Risk

Management (Università

Bocconi)

In Mediobanca da: Luglio 2008

PROGETTI RILEVANTI A CUI HO PARTECIPATO

Implementazione di una nuova metodologia per il

calcolo dell’esposizione al rischio controparte ed

emittente sul trading book

Sviluppo di metriche di valutazione del rischio di nuovi

prodotti/business

COMPETENZE di uso frequente

Tecniche: conoscenza dei principali modelli di pricing e

di risk assesment, analisi funzionale

Informatiche: programmazione in VBA

Lingue: Inglese, Spagnolo

Personali: capacità di lavorare in team

PERCHE’ MEDIOBANCA

Possibilità di lavorare in un team giovane ed in un contesto in continua evoluzione

8.00 11.00 13.00 15.00 20.00

GIORNATA TIPO

Monitoraggio dei

principali indicatori

Studio di fattibilità

di nuovi prodotti

Supporto tecnico alle decisioni del top management

Marco market risk management

19

Età: 25

Formazione: Laurea

Triennale e Specialistica in

Economia dei Mercati e degli

Intermediari Finanziari

(Università Bocconi)

In Mediobanca da: gennaio

2011

PROGETTI RILEVANTI A CUI HO PARTECIPATO

Emissione di prodotti strutturati

Sviluppo di modelli di pricing per opzioni esotiche

Gestione del portafoglio indici

COMPETENZE di uso frequente

Tecniche: modelli di pricing di prodotti derivati e

strutturati

Lingue: Inglese, Spagnolo

Personali: capacità di lavorare sotto pressione e di

prendere decisioni in situazioni di stress

PERCHE’ MEDIOBANCA

Possibilità di lavorare in una realtà dinamica, con forti possibilità di crescita, a contatto con figure professionali altamente

competenti

GIORNATA TIPO

Operazioni di chisura

Attività di pricing, hedging

e trading sui mercati

Briefing di

aggiornamento

Maria equity derivatives trading

8.00 11.00 13.00 15.00 20.00

20

Età: 30

Formazione: Laurea Triennale in

Economia Aziendale e Specialistica in

Amministrazione, Finanza e Controllo

(Università Bocconi)

In Mediobanca da: ottobre 2006

PROGETTI RILEVANTI A CUI HO PARTECIPATO

Supporto al FO ed alle strutture di staff

Controlli ed analisi delle reportistiche funzionali alle

varie funzioni di supporto della sala mercati

Presidio di primo livello sulle operazioni OTC inserite

nel sistema di FO, mediante uno specifico workflow,

atto a favorire il corretto recepimento dei trade nei

sistemi e nelle reportistiche a valle

COMPETENZE di uso frequente

Tecniche: conoscenza e comprensione dei prodotti

finanziari e delle implicazioni derivanti per le varie

funzioni della banca

Lingue: Inglese, Spagnolo

Personali: capacità di lavorare in team e di gestire le

attività nelle tempistiche stringenti dettate dal mercato

PERCHE’ MEDIOBANCA

Possibilità di lavorare in una realtà dinamica e altamente formativa, con forti possibilità di crescita e di apprendimento

GIORNATA TIPO

Presidio di primo livello sulle operazioni OTC inserite nel sistema di

FO, mediante uno specifico workflow, atto a favorire il corretto

recepimento dei trade nei sistemi e nelle reportistiche a valle

Supporto al FO ed alle

strutture di staff

Controlli ed analisi delle

reportistiche funzionali alle

varie funzioni di supporto della

sala mercati

Cristiano middle office

11.00 13.00 15.00 20.00

8.00

21

Età: 30

Formazione: Laurea in Economia

Aziendale con specializzazione in

Finanza aziendale (Università

Bocconi)

In Mediobanca da: dicembre

2005

PROGETTI RILEVANTI A CUI HO PARTECIPATO

Strutturazione del finanziamento di acquisizione di

Findus da parte di Bird' s Eye Iglo, il leader europeo dei

surgelati che fa capo al fondo di private equity Permira

Strutturazione del finanziamento legato all’offerta

pubblica di acquisto da parte di Generali su azioni Toro

Assicurazioni

COMPETENZE di uso frequente

Tecniche: implementazione di modelli finanziari per

operazioni LBO; conoscenza degli standard contrattuali

per finanziamenti di leveraged buy out

Lingue: Inglese, Francese

Personali: attitudine a lavorare sotto pressione,

proattività , team worker

PERCHE’ MEDIOBANCA

Possibilità di essere in un contesto di rilievo all’interno del mercato italiano, dove tra l’altro si è seguiti in maniera

strutturata nel proprio percorso di crescita professionale

Analisi del pacchetto di due diligence legato alla nuova

opportunità di finanziamento

Implementazione del modello finanziario volto a testare la

debt capacity del nostro potenziale borrower

Incontri con il cliente e/o fondo di private equity acquirente

della società target

Stesura del credit memo da sottoporre al comitato rischi

Review assieme al nostro legal advisor, di tutta la

documentazione legale relativa al nuovo deal

Chiara M. leveraged finance

PRINCIPALI ATTIVITA

22

Età: 26

Formazione: Laurea Triennale

in Economia Aziendale e

Laurea Specialistica in

Amministrazione Finanza e

Controllo (Università Bocconi)

In Mediobanca da: giugno 2010

PROGETTI RILEVANTI A CUI HO PARTECIPATO

Emissioni di bond

Sviluppo di modelli per simulare l’impatto sulla struttura

economico-finanziaria di varie soluzioni di finanziamento

Attività di consulenza finanziaria

COMPETENZE di uso frequente

Tecniche: Bloomberg, modelli su excel per simulare

l’impatto sulla struttura economico-finanziaria delle società

di varie soluzioni di finanziamento e power point

Lingue: Inglese

Personali: capacità di lavorare sotto pressione rispondendo a

tutte le richieste con la massima rapidità e precisione

PERCHE’ MEDIOBANCA

Possibilità di lavorare con le principali società europee sentendosi un “market-maker”, in una realtà dinamica, a contatto

con figure professionali altamente competenti

Predisposizione di presentazioni/incontri con i clienti

Check Bloomberg

per aggiornamento

sul mercato

Incontri interni di

brainstorming

Chiara A. debt capital markets

11.00 13.00 15.00 20.00

GIORNATA TIPO

8.00

Contacts

Mediobanca S.p.A.

Human Resources

Piazzetta E. Cuccia, 1 – 20121 Milan

Tel: +39 02 8829 1

Fax: + 39 02 8829 267

E-mail: [email protected]

http://www.mediobanca.it