Press Releases - Investors - BFF Banking Group
PR & Presentations
Milan, 17th February 2021.
The Board of Directors of Banca Farmafactoring S.p.A. (“BFF” or the “Bank”), during today’s meeting chaired by Mr. Salvatore Messina, has approved (i) the Parent Company BFF’s draft annual report and (ii) the consolidated annual report as of 31st December 2020, confirming the results already disclosed to the market with the press release of 10th February 2021, disseminated after the Board of Directors’ meeting that approved the FY 2020 consolidated financial accounts.
At a consolidated level, BFF Banking Group (the “BFF Group”) closed FY 2020 with a Reported Net Income of €91.1m, compared to €93.2m in FY 2019. The Adjusted Net Income, computed excluding extraordinary items, is equal to €97.6m, roughly stable compared to 2019, equal to €98.8m. The Parent Company BFF closed FY 2020 with a Reported Net Income of €143.3m, compared to €65.2m in FY 2019.
Always today, the Board of Directors of the Bank has also approved the second BFF Group’s consolidated Non-financial Disclosure (“NFD”), related to 2020 ESG data, pursuant to article 7 of the Legislative Decree n. 254 of 30th December 2016.
Following discussions with the Bank of Italy (“BoI”), and also as a result of the completion of the exit from the Bank’s share capital of BFF Luxembourg S.à r.l. (“BFF Lux”) – with the consequent forthcoming termination of the CRR Banking Group headed by BFF Lux – BFF has understood that it may proceed to distribute dividends for an amount of Euro 3,231,388, calculated in accordance with the recommendation of the BoI of 16th December 2020 (the “BoI Recommendation”). BFF’s Board of Directors, therefore, in line with the Bank’s dividend policy and in compliance with the limitations set forth in the BoI Recommendation, has resolved to submit a proposal to the ordinary Shareholders’ Meeting, called on 25th March 2021, on a single call (the “AGM”), to approve:
- the Annual Report as of 31st December 2020;
- the proposal to pay-out to shareholders a portion of the 2020 individual net income, equal to Euro 3,231,388, corresponding to a dividend, gross of withholding taxes, of Euro 0.018935 for each 170,650,642 BFF ordinary shares that will be outstanding on the ex-dividend date; this dividend includes the portion attributable to any treasury shares held by the company on the record date. The payment, if approved by the AGM, will take place, pursuant to art. 2.6.2 of the Rules of the Markets organised and managed by Borsa Italiana S.p.A., as well as to art. IA.2.1.2 of the related Instructions, starting from 31st March 2021, with an ex-dividend date of 29th March (coupon n° 3) and a record date on 30th March;
- the proposal to allocate to the Bank’s “Retained Earnings Reserve” the remaining part of the 2020 individual net income, equal to Euro 140,049,858, without prejudice to the commitment of BFF’s Board of Directors to call an ordinary Shareholders’ Meeting as soon as possible, in compliance with the BoI’s recommendations and, therefore, foreseeably after 30th September 2021, to resolve on the distribution of the remaining 2019-2020 Total Cash Dividend, equal to Euro 165,275,418.
Statement of the Financial Reporting Officer
The Financial Reporting Officer, Carlo Zanni, declares, pursuant to paragraph 2 of article 154-bis of the Consolidated Law on Finance (“Testo Unico della Finanza”), that the accounting information contained in this press release corresponds to the document results, accounting books and records of BFF Group.
 In this regard, please refer to the announcement regarding the successful completion of the accelerated book-building offering on 12th February 2021. The settlement of the transaction is on 16th February 2021.
 The Bank has verified the possibility of proposing the dividends distribution for an amount equal to 20 basis points of the CET1 ratio as of 31/12/2020, computed with reference to the Banking Group perimeter pursuant to the “Testo Unico Bancario” – excluding BFF Lux, the parent company of the prudential perimeter; this measure is significantly lower than 15% of 2019-2020 cumulative profits (equal to approximately Euro 27.6 million).
 BFF Group’s dividend policy provides the possibility to distribute to shareholders the portion of the consolidated adjusted net income generated during the year not needed to maintain the Total Capital ratio at the 15% minimum threshold (calculated on the Banking Group perimeter, pursuant to TUB – “Testo Unico Bancario”).
 Euro 0.017495 following the capital increase in favour of Equinova to serve the merger by incorporation of DEPObank into BFF, approved by BFF’s extraordinary Shareholders’ Meeting on 28th January 2021, if already executed.
 184,694,346 BFF ordinary shares following the capital increase in favour of Equinova to serve the merger by incorporation of DEPObank into BFF, approved by BFF’s extraordinary Shareholders’ Meeting on 28th January 2021, if already executed.
 Following the capital increase in favour of Equinova to serve the merger by incorporation of DEPObank into BFF, approved by BFF’s extraordinary Shareholders’ Meeting on 28th January 2021.
 Please note that the total amount of 2019-2020 accrued dividends is Euro 168.5 million (“2019-2020 Total Cash Dividend”), corresponding to the sum of:
- 2019 individual net income of Euro 12.4 million (the first portion of the 2019 Cash Dividend of Euro 70.9 million);
- 2020 individual net income of Euro 143.3 million (including the second and remaining portion of Euro 58.5 million of the 2019 Cash Dividend);
- an additional amount of Euro 12.8 million, corresponding to distributable reserves already present in the balance sheet as of 31st December 2020.