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1 2 NLB, Ljubljana Number of branches 121 Number of employees 3,242 Market share (in %) – 31.5.2014 Number of clients 23.5 854,678 Total assets (in EUR million) NLB Vita, Ljubljana 9,245 Number of employees NLB Skladi, Ljubljana Number of employees Market share (in %) – 30.6.2014 Asset under management (in EUR million) 40 39 Market share (in %) – 30.6.2014 11.9 Value of investments of long-term business funds excluding own funds (in EUR million) 309 20.15 (mutual funds), 34.7 (portfolio management) 498 (402 – mutual funds, 96 – portfolio managemnet). NLB Razvojna banka, Banja Luka NLB Banka, Tuzla Numner of branches 66 38 Number of employees 487 445 Market share (in %) – 31.3.2014 Number of clients Total assets (in EUR million) 18.1* 5.5** 322,339 310,049 595 425 * Market share in Republika Srpska. ** Market share in Federation of BiH. NLB banka, Belgrad Numner of branches 45 Number of employees 566 Market share (in %) – 31.3.2014 1.3 NLB Prishtina, Pristina Number of clients Numner of branches 48 Number of employees 526 179,902 Total assets (in EUR million) Market share (in %) – 31.3.2014 Number of clients Total assets (in EUR million) 16.2 NLB Tutunska banka, Skopje 246,834 Numner of branches 454 NLB Nov penziski fond, Skopje Number of employees 30 Market share of compulsory pension insurance (in %) – 30.6.2014 46.4 Market shate of voluntary pension insurance (in %) – 30.6.2014 48.98 Net value of pension funds (in EUR million) 308 49 Number of employees 787 Market share (in %) – 31.3.2014 16.4 Number of clients Total assets (in EUR million) 226 577,275 969 NLB Montenegrobanka, Podgorica Numner of branches 17 Number of employees 317 Market share (in %) – 30.6.2014 17.0 Number of clients Total assets (in EUR million) 76,159 507 3 Table of of contents contents Table Business report 5 Key events 7 Key financial data 9 Comments on the income statement 11 Comments on the financial position statement 14 Core and non-core business of NLB Group 16 Risk management 17 Funding 20 Corporate governance of NLB d.d. 21 Other key activities 22 Financial statements 23 4 1 Business report 5 Statement of management's responsibility The Management Board confirms the statements in the Business report, which are in accordance with enclosed financial statements for the six months ended June 30, 2014 and represent the true and fair picture of the financial position of the bank and the group and the results of their operations for the six months ended June 30, 2014. The Management Board confirms that the Business report includes a fair review of the development and performance of the bank and the group and their financial situation, including a description of the main risks to which the bank and subsidaries included in the consolidation are exposed. 6 Key events Important events in the Bank's business environment Standard & Poor's affirmed Slovenia’s sovereign credit rating at A- with stable outlook (17.1.2014). IMF issues the final report of the October mission to Slovenia with the projection of negative growth of GDP for 2014 (-1.1%) and a note that the economy is still in recession, and that a comprehensive bank and corporate restructuring is essential to achieve financial stability, fiscal and debt sustainability, and durable growth (17.1.2014). Moody’s affirmed Slovenia’s sovereign credit rating at Ba1 and changed the outlook from negative to stable (24.1.2014). January 2014 Resolution finding that the need for a large number of employees is permanently terminated for business reasons covering 141 employees with different jobs in order to reorganise and optimise the Retail Network (21.1.2014). NLB d.d. Representative Office Moscow was closed (31.1.2014). The European Commission publishes the results of in-depth reviews of the economic situation in 17 member states. For Slovenia the Commission again found excessive macroeconomic imbalances that require monitoring and further decisive policy measures (5.3.2014). Slovenia issues 5- and 10-year maturity bonds denominated in USD in total amount of 3.5 billion USD (10.2.2014). European Commission issues forecast of economic trends in Slovenia for 2014 and 2015 with negative growth of real GDP (0.1 %) for 2014 and a positive growth of real GDP in 2015 (+1.3%) (25.2.2014). EBRD adopts new strategy for Slovenia. The document identifies the corporate sector, the financial sector and energy efficiency as the three priority areas for the Bank’s work in Slovenia in the period 2014-2017 (26.2.2014). February Supervisory Board approves the new Strategy of NLB Group 20142018 and the Bank's new vision, mission and key values. (28.2.2014). NLB d.d. in Slovenia announces optimisation of the Retail and ATM Network and closing of some of the branches in the 2Q 2014. Asset management activities were transferred to the subsidiary NLB Skladi (28.2.2014) in order to have this important activity centralised and by consequence to focus on high-quality customer service provided by the NLB Group. NLB d.d. successfully issues 12 month commercial papers on behalf of GEN - I d.d., Ljubljana in the amount of EUR 35 million (24.3.2014). Institute of Macroeconomic Analysis and Development (IMAD) issues its spring economic forecast. With less uncertainty in the environment the real GDP is expected to increase by 0.5% in 2014 and by 0.7% in 2015 (14.3.2014). The Government adopts the changes and amendments to BAMC Statute. (14.3.2014). Based on the opinions and information given by the Bank of Slovenia the Government made decisions regarding further execution of the measures strengthening the stability of the banks (19.3.2014). March The Management Board adopts a Resolution finding that the need for a large number of employees is permanently terminated for business reasons covering 88 employees with different jobs (start of Phase Three of Redundancy Programme) (18.3.2014). NLB d.d. successfully issues first edition of 9 month commercial papers on behalf of Telekom Slovenia d.d., Ljubljana in the amount of EUR 50 million (10.3.2014) and fifth edition of 6 month commercial papers on behalf of Petrol d.d., Ljubljana in the amount of EUR 50 million (24.3.2014). The Republic of Slovenia issues 3.5 year and 7-year bonds denominated in EUR in total amount of EUR 2 billion (1.4.2014). Bank of Slovenia issues its new macroeconomic forecasts, where it expects the real GDP to increase by 0.6% this year and by 1.4% next year (8.4.2014). IMF issues its new World Economic Outlook, where it sees Slovenian GDP growth at 0.3% this year and 0.9% in 2015 (8.4.2014). The Government of the Republic of Slovenia adopts the National Reform Programme 2014 – 2015 (15.4.2014). The application of the Law on Amendments and Supplements and the Law on Access to Public Information (17.4.2014). ECB launches EBA stress test excercise, including NLB as one of the participating banks. April Argo d.o.o. (75% share is owned by NLB) and Huliot, proizvodnja cevi in opreme d.o.o. sign a contract on the transfer of the company, and thus transfer the business activities of the Argo on the Huliot, and a contract on renting the commercial premises of Argo d.o.o. located in Horjul, along with a purchase option (15.5.2014). The publication of the new NLB d.d. Code of Corporate Compliance (5.4.2014). Start of the sales procedure for Trimo d.d. and its group, the shares of which banks (including NLB d.d.) obtained in the beginning of this year by converting one part of their debt into equity (8.4.2014). NLB Supervisory Board accepts the resignation of Dr. France Arhar (17.4.2014). Key events in NLB d.d. 7 Key events Important events in the Bank's business environment Fitch affirmed Slovenia’s sovereign credit rating at BBB+, but changed the outlook from negative to stable (2.5.2014). 11th Government of the Republic of Slovenia led by Alenka Bratušek resigns (5.5.2014). Elections of the Republic of Slovenia members to the European Parliament (25.5.2014). May Handover of the documentation and business custody of the assets, transferred to BAMC in December 2013 completed. Gorazd Podbevšek nominated as the Chairman of the Supervisory Board of NLB d.d. (16.5.2014). NLB d.d. becomes the agent in Pivovarna Laško restructuring (20.5.2014). Appointment of KPMG as a Monitoring Trustee(26.5.2014). The European Commission issues 8 recommendations for Slovenia with regard to excessive macroeconomic imbalances. (2.6.2014) The Law FATCA (Foreign Account Tax The Compliance Act) enters into force. The United States adopted it on 18 March 2010 (1.7.2014). Consortium of Sellers closes an agreement to sell 53-percent stake of Mercator at EUR 86 per share to Agrokor (26.6.2014). Public Information Access Act, amendment D, was published in the Official Journal, obligating banks, recipients of state aid, to disclose non-performing loans, which haven’t been transferred to the BAMC, within three months from publication of the act (4.7.2014). Standard & Poor's affirmed Slovenia’s sovereign credit rating at A-, but changed the outlook from stable to unstable (27.6.2014). Slovenian parliamentary election (13.7.2014). The ECB reduces the key interest rate by 10 bp to 0.15% and implements some new unconventional measures (11.6.2014). New Supervisory board of Bank Association of Slovenia was elected with Janko Medja as deputy chairman(11.6.2014). June July Termination of equity participation of the NLB d.d. in Adria Bank, because of the simplified capital reduction with a simultaneous capital increase of Adria bank AG, Vienna, noted in the register of companies. NLB didn’t participate in the capital increase. The only participating bank was NKBM which acquired a 100 percent share (05/06/2014). 23. session of the NLB Assembly of Shareholders (1.7.2014), in which the rights of the Republic of Slovenia as the sole shareholder of the bank were represented by the Slovenian Sovereign Holding. Standard & Poor's Rating Agency gives NLB d.d. "BB-" long-term credit rating and "B" short-term credit rating with a negative outlook (10.6.2014). NLB d.d. successfully completes a three-year unsecured bond issue with a coupon of 2.875% p.a. (3.7.2014). NLB and Steklarna Hrastnik sign the financing contract. The purpose of the loan is to modernize the production of container glass (19.6.2014). A consortium of sellers, including the NLB, sign a contract for the purchase of the 53,99 percent share of the Letrika d.d. with the company Mahle Holding GmbH (20.6.2014). Execution of the contract is tied to the fulfillment of the conditions. NLB d.d. signs a long-term syndicated loan in the amount of EUR 55 million with Gorenje d.d. NLB d.d acts as an organizer and agent (9.7.2014). The Management Board adopts a Resolution finding that the need for a small number of employees is permanently terminated for business reasons (24.6.2014). Mercator’s debt reprogramming agreed (25.6.2014). 11-percent Mercator stake sold (26.6.2014). Key events in NLB d.d. 8 Key financial data Table 1: Key financial data for NLB Group NLB Group 2013 1.1.-30.6.2013 1.1.-30.6.2014 Change **** Key indicators Return on equity after tax (ROE a.t.)* -135,5% -16,8% 5,3% Return on assets after tax (ROA a.t.)* -10,5% -1,3% 0,6% +22,1 p.p. +1,9 p.p. Cost/income ratio (CIR) ** 95,6% 81,2% 59,9% -21,3 p.p. Capital adequacy ratio (CAR) *** 15,2% 10,1% 15,7% +5,6 p.p. Tier 1 ratio *** 14,9% 8,5% 15,7% +7,2 p.p. Loan/deposit ratio (LTD) - net 86,2% 100,6% 79,7% -20,9 p.p. Profit and loss account indicators (in EUR million) Net interest income 233,5 133,6 162,3 +21,5% -172,7 65,8 88,6 +34,6% 332,8 161,9 150,2 -7,2% 1.070,2 145,0 66,0 -54,5% Result before tax -1.368,7 -109,9 35,7 - Result after tax -1.441,6 -91,2 34,0 -2,1% Net non-interest income Costs Impairments and provisions Financial position statem ent indicators (in EUR million) Total assets 12.490,1 13.842,5 12.226,8 Loans to non-banking sector (net) 7.744,2 9.135,3 7.614,2 -1,7% Deposits from non-bankig sector 8.260,9 9.080,8 8.754,3 +6,0% Equity 1.247,4 1.019,2 1.318,8 +5,7% 23,6 25,1 24,9 +5,4% Equity of minority shareholders Portfolio quality indicators (in EUR million) NPL 2.837,5 4.008,1 2.818,3 -0,7% NPL / total loans 25,6% 31,1% 25,8% +0,2 p.p. Coverage ratio 69,7% 57,6% 70,7% +1.0 p.p. * NLB Group - excluding profit of minority shareholders. ** For 2013 the indicator is calculated w ith net income excluding one-offs. *** Estimation **** The change in key indicators and prof it and loss account indicators refers to comparison betw een 1-6 2014 and 1-6 2013. The change in financial position statement indicators and portfolio quality indicators refers to comparison betw een 30.6.2014 and 31.12.2013. 9 Table 2: Key financial data for NLB d.d. NLB d.d. 2013 1.1.-30.6.2013 1.1.-30.6.2014 Change **** Key indicators Return on equity after tax (ROE a.t.)* -153,6% -16,5% 6,3% Return on assets after tax (ROA a.t.)* -14,2% -1,5% 0,8% +22,8 p.p. +2,3 p.p. Cost/income ratio (CIR) ** 81,9% 74,4% 52,2% -22,2 p.p. Capital adequacy ratio (CAR) *** 16,6% 11,5% 19,5% +8,0 p.p. Tier 1 ratio *** 16,6% 9,8% 19,5% +9,7 p.p. Loan/deposit ratio (LTD) - net 95,8% 110,3% 86,1% -24,2 p.p. Profit and loss account indicators (in EUR million) Net interest income 157,4 84,7 114,3 +35.0% -185,5 53,5 70,9 +32,6% 212,4 102,9 96,7 -5,9% 1.226,3 131,6 53,4 -59,4% Result before tax -1.466,8 -96,3 35,1 - Result after tax -1.540,3 -85,8 35,8 - Total assets 9.507,4 11.095,4 9.244,7 -2,8% Loans to non-banking sector (net) 6.128,9 7.475,5 5.978,1 -2,5% Deposits from non-bankig sector 5.747,5 6.777,8 6.207,2 +8.0% Equity 1.093,5 972,4 1.164,5 +6,5% - - - - Net non-interest income Costs Impairments and provisions Financial position statem ent indicators (in EUR million) Equity of minority shareholders Portfolio quality indicators (in EUR million) NPL 1.620,4 2.897,7 1.584,6 -2,2% NPL / total loans 20,4% 29,3% 20,5% +0,1 p.p. Coverage ratio 72,6% 56,2% 74,0% +1,4 p.p. * NLB Group - excluding profit of minority shareholders. ** For 2013 the indicator is calculated w ith net income excluding one-offs. *** Estimation **** The change in key indicators and prof it and loss account indicators refers to comparison betw een 1-6 2014 and 1-6 2013. The change in financial position statement indicators and portfolio quality indicators refers to comparison betw een 30.6.2014 and 31.12.2013. Table 3: Credit ratings for NLB d.d. International credit ratings 2013 2Q 2013 2Q 2014 Moody's Caa2 Caa2 Caa1 BB- BB- BB- - - BB- Fitch Standard & Poor's 10 Comments on the income statement In the first six months of 2014 NLB Group achieved EUR 34.0 million net profit after tax, which can be seen as a sign of largely stabilised operations after the extraordinary measures (transfer to The Bank 1 2 Assets Management Company (BAMC) and recapitalization of the bank under ZBAN and ZUKSB ) taken at the end of 2013. Improved underlying trends in results are also the consequence of systematic change efforts by NLB d.d. throughout 2013 and continuing in 2014. Key elements of this performance are: - Net Operating Income in the first half of the year 2014 was higher than in the same period last year (EUR +51.5 million / +26% yoy): o Net interest income was higher than in the same period last year (EUR +28.7 million / +21% yoy, EUR +0,9 million / +1% qoq), as a result of: 3 Lower interest income (EUR -17.3 million / -7% yoy) due to the decrease in credit portfolio. The loss in interest income from the transferred BAMC portfolio was slightly overcompensated with income from the BAMC securities (net effect approx. EUR +1.8 million in first half of the year). 3 Continuing trend of reducing interest expenses (EUR -44,9 million / -36% yoy and EUR -3,0 million / -8% qoq) was partly a result of using excess liquidity to repay ECB and other wholesale funding in the amount of EUR 866 million and partly a result of deposit interest rate decreases. o Total Net non-interest income was higher than in the respective period of 2013 (EUR +22.8 million / +35% yoy): Net fee and commission income was stable (EUR +0.1 million / +0% yoy and EUR +1.6 million / +5% qoq), largely stemming from stable payment transactions and account fees. Income from financial transactions is mainly driven by the capital market conditions and can be thus highly volatile. In the first half of the year 2014 this income was considerably positive (EUR +18.3 million), mainly based on the positive sentiment on the European “periphery” markets (including Slovenia) and one off effects from the sale of participations. Illustration 1: Profit after tax for NLB Group – YoY reconciliation (in million EUR) +3.4 -20.2 -0.2 +79.0 34.0 +11.7 -91.2 +22.8 1-6 2014 Profit of minority shareholders Income tax expense Profit from eq. inv.in assoc.and joint ventures (equity m.) Net impairments and provisions Total costs Net non-interest income Net interest income 1-6 2013 +28.7 1 Banking act Act Defining the Measures of the Republic of Slovenia to Strengthen Bank Stability 3 Without interest income/expenses from derivatives hedge accounting and derivatives for trading. 2 11 Illustration 2: Profit after tax for NLB Group – QoQ reconciliation (in million EUR) +0.9 -1.7 -4.3 28.6 -18.7 +1.2 +0.1 2Q 2014 5.4 Profit of minority shareholders Income tax expense Profit from eq. inv.in assoc.and joint ventures (equity m.) Net impairments and provisions Total costs Net non-interest income Net interest income 1Q 2014 -0.6 - Lower total costs (EUR -11.7 million / -7% yoy) based on the extensive rationalisation and transformation programme throughout 2013, where labour costs decreased by 6%, amortization costs by 19% and other operating costs by 4%. Consequently, CIR improved and stood at 59.9% (down by 21.3 p.p. yoy). Costs in the second quarter were, as expected, somewhat higher than in the first quarter (EUR +4.3 million / +6% qoq) on the account of the costs of portfolio quality review, stress tests and other planned costs resulting from the restructuring of the bank. - The level of established impairments and provisioning is lower than in the same period last year (EUR -79.0 million / -55% yoy), with significantly higher coverage ratio due to measures 4 taken in December 2013 (NPL coverage 70,7% or 13,1 p.p. higher than in the same period last year). Reduction of NPLs remains a core focus of attention for NLB Group, where different winddowns as well as other active divestment approaches are used to achieve the set targets. Groups’ results are driven mainly by the NLB d.d., which in terms of revenues represents approx. 70% of the total group. All of the core banks in the group, apart from NLB banka Belgrade, which is in the restructuring process, ended the first half of 2014 with a profit. On the other hand, majority of noncore members operated at a loss. According to the bank’s strategy to withdraw from these activities, they are decreasing the volume of business and mostly do not conclude new transactions, so the current revenues do not suffice for covering the costs of financing and business costs. The results of the first half-year, which are above the plans, cannot be considered representative for the full year results, due to some positive effects, which will not necessarily repeat in the remainder of the year. Higher costs expected in the second half of the year (mostly costs related to restructuring of the bank) as well as adjustments of pool impairments and provisions. The outlook for the end of 2014 remains unchanged and solid full year results of the NLB Group are expected. 4 Defined as total stock of provisions against NPL's. 12 Table 4: NLB Group income statement key items Cumulative in EUR million Net interest income Net fees and commissions Dividend income Net income from financial transactions Net other income Net non-interest income Total net operating income Quarters 1.1.-30.6.2013 1.1.-30.6.2014 133.6 162.3 Change YoY +21% 1Q 2014 2Q 2014 80.7 81.6 Change QoQ +1% 68.2 68.4 +0% 33.4 35.0 1.6 1.7 +1% 0.0 1.6 +5% - -3.5 18.3 - 10.2 8.1 -21% -0.6 0.3 - 1.5 -1.2 - 65.8 88.6 +35% 45.1 43.5 -4% 199.4 250.9 +26% 125.8 125.1 -1% Employee costs -87.3 -81.6 -6% -41.7 -39.9 -4% Other general administrative expenses -52.3 -50.4 -4% -22.0 -28.4 +29% Depreciation and amortisation -22.4 -18.2 -19% -9.2 -9.0 -2% -161.9 -150.2 -7% -73.0 -77.3 +6% 37.5 100.7 +168% 52.9 47.8 -10% -10.7 -2.1 -80% -2.0 -0.1 -97% -133.5 -56.4 -58% -18.8 -37.6 +100% Total costs Result before impairments and provisions Impairments of financial assets AFS Credit impairments and provisions Other impairments and provisions Impairments and provisions Result from equity investments in associates and joint ventures (equity method) Result before tax Income tax expense Result of minority shareholders Result after tax -0.8 -7.5 +849% -2.8 -4.7 +68% -145.0 -66.0 -55% -23.6 -42.3 +79% -2.4 1.0 - -0.1 1.1 - -109.9 35.7 - 29.1 6.6 -78% 19.9 -0.3 - 0.2 -0.5 - 1.1 1.3 +18% 0.7 0.6 -16% -91.2 34.0 - 28.6 5.4 -81% Table 5: NLB d.d. income statement key items Cumulative in EUR million Net interest income Net fees and commissions Dividend income Net income from financial transactions Net other income Net non-interest income Total net operating income Quarters 1.1.-30.6.2013 1.1.-30.6.2014 84.7 114.3 Change YoY +35% 1Q 2014 2Q 2014 56.6 57.8 Change QoQ +2% 50.4 49.9 -1 % 24.6 25.3 +3% 2.8 6.3 +126% 0.4 6.0 +1569% -26% 5.7 14.6 +158% 8.4 6.2 -5.3 0.0 - 1.9 -1.9 - 53.5 70.9 +33% 35.3 35.6 +1% +2% 138.2 185.2 +34% 91.9 93.4 Employee costs -55.7 -51.9 -7 % -27.1 -24.8 -9% Other general administrative expenses -33.8 -32.4 -4 % -14.2 -18.2 +29% Depreciation and amortisation Total costs Result before impairments and provisions -13.3 -12.4 -7 % -6.3 -6.2 -2% -102.9 -96.7 -6 % -47.6 -49.2 +3% 35.3 88.5 +151% 44.3 44.2 0% Impairments of financial assets AFS -10.7 -2.0 -81 % -2.0 0.0 -100% Credit impairments and provisions Other impairments and provisions -56.7 -48.7 -14 % -17.0 -31.7 +87% -64.2 -2.7 -96 % -2.4 -0.3 -87% -131.6 -53.4 -59 % -21.4 -32.0 +49% - - - - - - -96.3 35.1 - 22.9 12.2 -47% 10.4 0.7 -93 % 0.6 0.1 -84% - - - - - - -85.8 35.8 - 23.6 12.3 -48% Impairments and provisions Result from equity investments in associates and joint ventures (equity method) Result before tax Income tax expense Result of minority shareholders Result after tax 13 Comments on the financial position statement Total assets of the NLB Group amounted to EUR 12,226.8 million at the end of June 2014, having decreased by 2% compared to the end of 2013. Loans to non-banking sector in the NLB Group dropped in the first half of 2014 (EUR -130.0 million / -2% yoy), mostly as a consequence of continued tough economic situation on the SEE market which reflects in reduced demand for loans and a more conservative approach of banks to new investments. Decrease in loan portfolio was further contributed by companies in disinvestment processes (non-core companies), where intensified recovery and sale of portfolio continues. In this context, a drop in corporate loans was most significant (EUR -168.1 million / -3% yoy), while retail loans even increased slightly (EUR +42.2 million / +1% yoy). The volume of newly-approved loans in NLB d.d. in the first half of the year 2014 for both corporates (cca. 70%) and households (cca. 30%) is solid at an amount of approx. EUR 700 million. Thereof approx. 55% relate to new loans, with the remaining part being prolongations of mostly short-term lines. On the liabilities side the NLB Group recorded an increase in the non-banking sector deposits (EUR 493.4 million / + 6% yoy). The Group recorded a positive growth in all non-banking segments. In the first half of the year 2014, NLB Group repaid EUR -866.0 million (-34% yoy decrease) of funds raised on international financial markets (of which EUR –607.2 million to ECB). After the successful issue of debt security in July (EUR 300 million), NLB d.d. early repaid another EUR 300 million of funds raised from ECB. Consequently, net loan to deposit ratio (LTD) for non-banking sector of the NLB Group improved compared to the end of 2013 (6.5 p.p. decrease) and stood at 79.7% (BAMC debt securities excluded) at the end of the second quarter. Illustration 3: Total assets – YTD reconciliation (in EUR million) 12,490.1 -130.0 12,226.8 30.6.2014 +34.0 -24.3 Other assets Property&equipment, Investment property, Intangible assets -258.8 Other liabilities -10.1 Securities -58.6 Borrowings from other fin.inst. Loans to NBS (net) +215.2 Loans to banks Cash 31.12.2013 -255.5 Illustration 4: Total liabilities – YTD reconciliation (in EUR million) +2.6 +493.4 12,226.8 30.6.2014 +72.6 Equity of the Group Deposits form banks Deposits from NBS 31.12.2013 Borrowings from ECB -607.2 12,490.1 14 Table 6: NLB Group and NLB d.d. key indicators of financial position NLB Group in EUR million 31.12.2013 30.6.2014 ASSETS Cash and balances with Central Bank 942,7 Loans and advances to banks 532,5 NLB d.d. Change 31.12.2013 30.6.2014 Change 687,2 -27% 374,8 192,4 -49 % 747,7 +40% 376,4 502,8 +34% 7.744,2 7.614,2 -2% 6.128,9 5.978,1 -2 % 9.508,5 9.394,0 -1% 7.203,2 7.060,6 -2 % - corporate 5.515,9 5.351,5 -3% 4.288,2 4.128,8 -4 % - households 2.875,0 2.917,2 +1% 1.933,0 1.948,3 +1% - state 495,0 489,9 -1% 359,4 348,2 -3 % - BAMC securities 622,6 635,3 +2% 622,6 635,3 +2% Impairments -1.764,3 -1.779,8 +1% -1.074,3 -1.082,5 +1% Financial assets 2.650,3 2.591,7 -2% 2.128,3 2.081,8 -2 % 104,3 127,6 +22% 104,8 128,2 +22% 2.546,0 2.464,1 -3% 2.023,5 1.953,6 -3 % 28,3 33,1 +17% 276,6 283,1 +2% 273,4 270,0 -1% 109,9 102,5 -7 % 54,7 48,1 -12% 45,0 39,1 -13 % Loans to non-banking sector Gross loans - Held for trading - AFS, held to maturity, designated at fair value through PL Investments in subsidiaries, associates and JV Property and equipment Intangible assets Other assets 264,0 234,9 -11% 67,6 64,9 -4 % Total assets 12.490,1 12.226,8 -2% 9.507,4 9.244,7 -3 % LIABILITIES Deposits from non-banking sector 8.260,9 8.754,3 +6% 5.747,5 6.207,2 +8% - corporate 1.963,6 2.116,4 +8% 1.257,5 1.411,3 +12% - households 6.064,7 6.228,1 +3% 4.345,3 4.468,2 +3% 232,6 409,8 +76% 144,7 327,6 +126% Deposits form banks 37,4 40,1 +7% 74,2 76,1 +2% Debt securities in issue 68,8 68,0 -1% 68,8 68,0 -1 % 2.548,5 1.682,6 -34% 2.298,1 1.466,7 -36 % 281,6 316,3 +12% 225,4 262,2 +16% 21,9 22,0 +0% 0,0 0,0 - 1.247,4 1.318,8 +6% 1.093,5 1.164,5 +6% 1.271,0 1.343,6 +6% - - - 12.490,1 12.226,8 -2% 9.507,4 9.244,7 -3 % - state Borrowings Other liabilities Subordinated debt Equity Shareholders equity (including minority interest) Total liabilities 15 Core and non-core business of NLB Group A clear definition of what activities are considered on mid-term as core (where the NLB Group aims to develop its competitive position) and which as non-core (where gradual withdrawal is planned) allowed for a focus on the different objectives of the two groups, which already brings positive results. Profit before tax of EUR 51.1 million was generated by core markets and activities part of NLB Group. Compared to the same period last year, when the segment recorded a loss in the total amount of EUR 38.5 million, the performance improved considerably in all areas. A loss amounting to EUR 7.1 million was incurred in non-core markets and activities part of NLB Group, which is considerably less than in the same period last year, when it stood at EUR 68.0 million. Owing to the downsized volume of operations, a decrease was recorded in costs as well as impairments and provisions. Illustration 5: Performance of Core and non-core business – YoY (in EUR million) 1-6 2013 1-6 2014 60 40 20 0 -20 -40 -60 -80 Core markets and activities Non-core markets and activities Other 16 Risk management In the first six months of 2014 the Slovenian economy was positively affected by the economic recovery in the Eurozone. Nevertheless, the positive trend was still influenced also by structural imbalances, which need to be resolved in order to improve the quality of the bank’s portfolio in the long run and ensure further credit growth. The macroeconomic situation was still rather stringent in most of the countries where members of NLB Group are present, which considerably affected their operations. According to NLB Group Strategy the focus is on taking on moderate risks in line with the long-term sustainable target risk profile, whereby the following basic principles are pursued: Independent risk management and autonomous decision-making, Meeting the Bank’s business targets must not be connected with assumption of taking excesive risks, Decisions referring to risk management are based on a comprehensive assessment of various risk factors. As a systemically important bank NLB Group is subjected to Asset Quality Review – AQR and stress tests in 2014 carried out by ECB in cooperation with the national supervision institutions prior to introduction of the Single Supervisory Mechanism – SSM in November 2014. Credit risk remains the key risk in NLB Group. In accordance with the Measures of the RoS to Strengthen the Stability of Banks Act, NLB d.d. transferred a considerable share of bad loans to the Bank Assets Management Company (BAMC) at the end of 2013, which resulted in considerable improvement of the credit portfolio. Nevertheless, a significant focus of NLB Group remains on further downsizing of the share of non-performing loans, either with intensive care of distressed customers mainly along the lines of restructuring, or through debt collection, repossession of the collateral or sale of receivables. The bank has an early-detection warning system to identify customers whose business is deteriorating, based on which customers are then submitted to the watch list and under intensive care. Financial position of such customers and delivery of the action plan designed for them are then regularly monitored on a specialised committee. Moreover, the process of improving the lending process and the culture of risk management continues to be implemented, mainly in view of an early, more systematic and in-depth detection of risks. Apart from the new, stricter credit rating criteria, the focus is also on development of internal scoring models for individual segments of customers. After the transfer of non-performing loans to the BAMC and the bank’s recapitalisation, liquidity situation in the bank as well as in the group has improved considerably and is stable, which is also reflected in the high level of liquidity reserves and reduced borrowing levels with the Eurosystem. As at the end of June 2014 the portfolio of liquidity reserve in NLB d.d., which largely consists of ECB eligible sovereign securities, amounted to EUR 3.4 billion, which accounts for 36.3% of the total assets. In NLB Group this level amounted to EUR 4.5 billion. Despite the demanding situation on the international capital markets, in July the bank successfully issued a three-year unsecured bond. NLB Group also pays special attention to ensuring structural liquidity, focusing on adequate diversification of funding sources and at the same time providing for a stable share of retail deposits. Indirectly, the group also balances the structure of the bank’s balance sheet with its pricing policy. The group prepares several stress scenarios taking into account specific bank’s crises or system crises in a broader economic environment. NLB Group maintains a conservative policy for market risks, which reflects in rather closed positions and relatively low limits. Advanced methods and tools are used to monitor exposure, a proactive risk management approach has been introduced and relatively detailed control activities are carried out. At the level of the NLB Group and individual non-banking members, some exposures result from structural imbalances or credit risk. However, the possibilities for active risk management are limited in some local markets due to lack of development and poor availability of adequate financial instruments. Considerable emphasis is also given to operational risk management, which is constantly being upgraded in terms of monitoring quality. The NLB Group regularly monitors and analyses loss events and the number of reported loss events and recorded net losses fell slightly in this period of time. Considerable attention is paid to potential loss event reporting and operational risks are being identified regularly in all areas. NLB d.d. has zero tolerance for internal and external criminal activities as well as negligence. Particular attention is also paid to topical risks, such as prevention of loss events in the lending process, risks associated with divestment of business activities and outsourcing and the risks associated to HR potential management in the process of headcount reduction. 17 Credit portfolio The quality of credit portfolio did not change considerably in the first six months of the year, despite the intra-annual growth and a slightly better economic forecast. The implications of the long-lasting economic crisis are still reflected in deleveraging of companies in most industries, with a tendency to achieve a long-term sustainable debt, which consequently also affects the reduction in the credit portfolio of the Bank or the Group in this segment. Retail consumption has dropped due to stringent labour market situation, which has reflected mainly in the segment of consumer and card loans, whereas only home loans have seen a slight increase in the volume. The volume of risk portfolio fell by 1.5% at the level of NLB Group. The quality of the portfolio slightly improved and resulted in the increased share of A and B-rated receivables by 0.3 p.p. standing at 70.2%, whereas the share of D and E-rated receivables remained at 22.2%. As at the end of June 2014 the share of NPLs amounted to 20.5% in NLB d.d., which is almost the same level as at the end of last year. The volume of bad loans has dropped, yet due to the concurrent drop in the volume of all loans this had a minimum influence on the overall share of bad loans. The share of NPLs at the level of NLB Group amounts to 25.8%, which is an increase of 0.2 p.p. Most nonperforming loans come from trade, manufacturing and construction industry, whereas the retail segment remains among the least risky groups of customers. The coverage ratio (total impairments against non-performing loans) increased at the end of June 2014, in NLB d.d. it stands at 74.0%, whereas due to specifics in the operations of some of NLB Group members the group coverage ratio is slightly lower, 70.7%. 91.4% of the portfolio is accounted for by NLB Group banking members, 3.4% by leasing companies and 4.5% by factoring companies. The NLB d.d. portfolio in NLB Group accounts for 67.6% and the receivables to Slovenian customers account for 58.3%. Table 7: NPL share in total loans, coverage ratio for NLB Group NLB Group 2013 31/03/2014 30/06/2014 Change YTD Change QoQ NPL/ total loans 25.6% 26.2% 25.8% 0.2 p.p. -0.4 p.p. Coverage ratio 69.7% 69.9% 70.7% 1.0 p.p. 0.8 p.p. 2013 31/03/2014 30/06/2014 Change YTD Change QoQ NPL/ total loans 20.4% 21.0% 20.5% 0.1 p.p. -0.5 p.p. Coverage ratio 72.6% 72.8% 74.0% 1.4 p.p. 1.2 p.p. Portfolio quality indicators Table 8: NPL share in total loans, coverage ratio for NLB d.d. NLB d.d. Portfolio quality indicators 18 Illustration 6: Risk portfolio per customer credit rating for NLB Group as at 30.6.2014 E 15.2% D 10.4% A 49.9% C 8.1% B 16.5% Illustration 7: NPL coverage ratio for NLB Group and NLB d.d. 80% 70% 60% 50% 31.12.2010 31.12.2011 31.12.2012 NLB Group 31.12.2013 30.6.2014 NLB Outlook The Slovenian economy has suffered a considerable blow from the global economic crisis, which has also resulted in deterioration of the banks’ credit portfolio. High indebtedness of the corporate sector and a relatively low demand for loans in corporate and retail are slowing down the process of credit portfolio recovery through more intensive debt collection and limit the potential for further healthy growth in lending. The latter in addition to a favourable macroeconomic situation also requires measures to resolve structural deficiencies in the Slovenian economy. NLB Group will continue paying considerable attention to credit risk management also in the future, as it represents the key risk in the group. Measures aimed at improving the quality of credit portfolio will focus on restructuring and intensive care of distressed companies, as well as efficient debt collection of bad and non-core credits, and a precarious lending process and adequate risk management culture. 19 Funding NLB d.d. ensures liquidity through the effective management of liquidity reserves, the majority of which are accounted for by Slovenian government bonds and the investment-grade securities of other countries. The Bank’s activities to secure long-term sources of funding were particularly focused on the servicing of existing loan agreements and preparations for the issue of debt securities. Due to satisfactory liquidity position the Bank prepaid a loan carrying less a favourable interest rate, and additionally partially early repaid long term funds from ECB (LTRO) in the second quarter of 2014. As a result of early repayment of funds, loans form financial institutions of NLB d.d. decreased in first half of 2014 by EUR 831 million, and remain at EUR 1,467 million as of 30.6.2014. In an effort to harmonise the NLB Group, the bulk of borrowing by Group companies in international financial markets is coordinated by the NLB d.d., which provides advice to Group companies in their borrowing activities (nevertheless, the banking members in particular preserve relative independence in the provision of funding). The focus of the funding of Group companies during the first half of this year was on borrowing from commercial banks and again form multilateral financial institutions. Group companies borrowed a total of EUR 10 million from commercial banks and EUR 6 miillion from multilateral financial institutions during the first half of this year. In export financing NLB d.d. is predominately focused on its key export markets of its clients. With a wide correspondent banking network NLB d.d. can provide service also in markets that might offer new business opportunities. By offering all export related banking services NLB d.d. enables its export oriented clients smooth business and, if necessary, also collateral and risk sharing services. In case of larger long-term financing projects, NLB d.d. is liaised with SID Bank that offers commercial and noncommercial risk assurance and risk sharing schemes. At July 3, 2014 NLB d.d. successfully completed issue of three year unsecured bond with nominal value EUR 300,000 thousand and annual coupon 2.875% on the international capital markets. The bond, which was awarded international ratings BB-/BB- by rating agencies Fitch and Standard & Poors, is listed on Luxemburg Stock Exchange. 20 Corporate governance of NLB d.d. Management Board The Management Board of NLB d.d. manages, presents and represents the Bank independently and on its own responsibility, for which it has all the authorisations in accordance with the law and the Bank’s Articles of Association. Pursuant to the Articles of Association, the Bank’s Management Board can comprise of three to six members (the Chairman and up to five members), who are appointed and discharged by the Supervisory Board. The Chairman and members of the Management Board are appointed for a period of five years and can get reappointed or discharged early in accordance with the law and the Bank’s Articles of Association. The Management Board of NLB d.d. consists of the Chairman of the Management Board Janko Medja nd st (as of 2 of October 2012) and Management Board members Blaž Brodnjak (as of 1 of December th st 2012), Nima Motazed (as of 6 of February 2013), Archibald Kremser (as of 31 of July 2013) and th Andreas Burkhardt (as of 18 of September 2013). Supervisory Board The Supervisory Board of NLB d.d. monitors and supervises the Bank’s management and operations. It performs its tasks in accordance with provisions of the laws regulating banks and companies and the Articles of Association of NLB d.d.. In accordance with the Articles of Assotiation the Supervisory Board consists of seven members who are appointed and discharged by the Bank’s General Meeting among the candidates proposed by the shareholders or the Supervisory Board. th The following Supervisory Board members were appointed at the Annual General Meeting held on 11 of June 2013: dr. France Arhar, Tit A. Erker, Uroš Ivanc, Goran Katušin, Miha Košak, Gorazd Podbevšek and dr. Sergeja Slapničar. The Supervisory Board was appointed for the period starting from the day they were appointed until completion of the Annual General Meeting of NLB d.d. deciding on allocation of the distributable profit for the fourth business year after their appointment, whereby the first year is the business year in which the members of the NLB d.d. Supervisory Board were appointed. th After the resignation handed in by dr. France Arhar and accepted by the Supervisory Board on 17 of April 2014, no substitute member of the Supervisory Board was elected at the Annual General st Meeting held on 1 of July 2014 to take his position. Thus the Supervisory Board consists of the following members: Gorazd Podbevšek (Chairman of the Supervisory Board), Miha Košak (Deputy Chairman of the Supervisory Board), Goran Katušin, Sergeja Slapničar, Tit A. Erker and Uroš Ivanc. Annual General Meeting rd st The 23 regular Annual General Meeting of NLB d.d. was held on 1 July 2014, with the Bank’s only shareholder the Republic of Slovenia represented by the Slovenian Sovereign Holding (SSH) holding 20,000,000.00 or 100 % of the Bank’s voting shares. At the General Meeting the shareholder acknowledged the 2013 Annual Report, the Supervisory Board report and the information on receipts of the Management Board and Supervisory Board members received in 2013, as well as the Rules on Determining Other Rights from Managers’ Employment Contracts or Other Bank’s Documents. The shareholder established that there was no distributable profit for 2013 and granted a discharge from liability to the Management Board and Supervisory Board of NLB d.d. for the business year 2013. Additionally, the shareholder adopted several changes and amendments to the NLB d.d. Articles of Association and appointed Ernst & Young as the Bank’s auditing company. NLB d.d. has no holders of securities ensuring special control rights. NLB d.d. has no restrictions on the voting rights as all NLB d.d. shares ensure voting rights in accordance with the law (with the exception of potential treasury shares). 21 Other key activities Apart from its focus on clients and employees, NLB d.d. is making efforts to contribute to better services: - Bank continues with the implementation of Trasformational Programme. The aim of the Transformation Programme is to analyse the existing business model, while also defining and planning the introduction of appropriately adjusted target business models for each transformed area. It consists of 23 projects and three business initiatives, out of which 7 projects were finished in the first half of 2014. - Continuation of structural and organizational changes in order to have a more direct communication for faster business decision-making, better risk management and optimization of resources. In year 2014 changes, covering all areas of the bank, continued with implementation of the second and the third phase of reorganisation. - Implementation of the commitments of the Republic of Slovenia to the European Commission is according to the plan; some commitments have already been fulfilled (mainly in Corporate th Governance). On 26 of May 2014 European Commission finally approved the appointment of rd KPMG as a Monitoring trustee and terms of its mandate. The contract was signed on 3 of June 2014. 22 2 Financial statements 23 Unaudited Condensed Interim Financial Statements of NLB d.d. and the NLB Group prepared in accordance with IAS 34 “Interim financial reporting” 24 Table of contents CONDENSED INCOME STATEMENT ...................................................................................................... 26 CONDENSED INCOME STATEMENT – BY QUARTER .......................................................................... 27 CONDENSED STATEMENT OF COMPREHENSIVE INCOME ............................................................... 29 CONDENSED STATEMENT OF COMPREHENSIVE INCOME – BY QUARTER ................................... 30 CONDENSED STATEMENT OF FINANCIAL POSITION ......................................................................... 31 CONDENSED STATEMENT OF CHANGES IN EQUITY ......................................................................... 32 CONDENSED STATEMENT OF CASH FLOWS ...................................................................................... 33 NOTES TO THE CONDENSED FINANCIAL STATEMENTS ................................................................... 35 1. GENERAL INFORMATION ............................................................................................................. 35 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ............................................................. 35 2.1. STATEMENT OF COMPLIANCE .................................................................................................................... 35 2.2. ACCOUNTING POLICIES .............................................................................................................................. 35 3. CHANGES IN SUBSIDIARY HOLDINGS ....................................................................................... 37 4. NOTES TO THE CONDENSED INCOME STATEMENT ................................................................ 38 4.1. INTEREST INCOME AND EXPENSES ..................................................................................................... 38 4.2. NET FEE AND COMMISSION INCOME ................................................................................................... 39 4.3. GAINS LESS LOSSES FROM FINANCIAL ASSETS AND LIABILITIES NOT CLASSIFIED AS AT FAIR VALUE THROUGH PROFIT OR LOSS ............................................................................................................... 39 4.4. GAINS LESS LOSSES FROM FINANCIAL ASSETS AND LIABILITIES HELD FOR TRADING .............................. 40 4.5. OTHER OPERATING INCOME .............................................................................................................. 40 4.6. OTHER OPERATING EXPENSES .......................................................................................................... 40 4.7. ADMINISTRATIVE EXPENSES .............................................................................................................. 41 4.8. PROVISIONS FOR OTHER LIABILITIES AND CHARGES ............................................................................ 41 4.9. IMPAIRMENT CHARGE........................................................................................................................ 41 5. NOTES TO THE CONDENSED STATEMENT OF FINANCIAL POSITION ................................... 42 5.1. CASH AND BALANCES WITH CENTRAL BANKS ...................................................................................... 42 5.2. TRADING ASSETS ............................................................................................................................. 42 5.3. AVAILABLE FOR SALE FINANCIAL ASSETS ............................................................................................ 42 5.4. LOANS AND ADVANCES ..................................................................................................................... 43 5.4.1. 5.4.2. 5.4.3. 5.4.4. 5.4.5. 5.5. 5.6. 5.7. 5.7.1. 5.8. 5.8.1. 5.8.2. 5.8.3. 5.8.4. 5.8.5. Debt securities............................................................................................................................................ 43 Loans and advances to banks .................................................................................................................... 43 Loans and advances to customers ............................................................................................................. 44 Other financial assets ................................................................................................................................. 44 Movements in allowance for impairment of banks, loans and advances to customers and other financial assets ......................................................................................................................................................... 44 HELD TO MATURITY FINANCIAL ASSETS .............................................................................................. 45 OTHER ASSETS ................................................................................................................................ 45 INCOME TAX ..................................................................................................................................... 46 Deferred tax ............................................................................................................................................... 46 FINANCIAL LIABILITIES MEASURED AT AMORTIZED COST ...................................................................... 47 Deposits from banks and amounts due to customers................................................................................. 47 Borrowings from banks and other customers ............................................................................................. 47 Debt securities in issue .............................................................................................................................. 48 Subordinated liabilities ............................................................................................................................... 48 Other financial liabilities .............................................................................................................................. 48 5.9. PROVISIONS..................................................................................................................................... 49 5.10. INCOME TAX RELATING TO COMPONENTS OF OTHER COMPREHENSIVE INCOME ..................................... 49 5.11. OTHER LIABILITIES ............................................................................................................................ 50 5.12. BOOK VALUE PER SHARE .................................................................................................................. 50 5.13. CAPITAL ADEQUACY RATIO ................................................................................................................ 50 5.14. OFF-BALANCE SHEET LIABILITIES ....................................................................................................... 51 5.15. FAIR VALUE HIERARCHY OF FINANCIAL AND NON-FINANCIAL ASSETS AND LIABILITIES ............................. 51 5.16. OFFSETTING FINANCIAL ASSETS AND FINANCIAL LIABILITIES ................................................................ 59 6. EVENTS AFTER THE END OF THE REPORTING PERIOD.......................................................... 61 7. OTHER DISCLOSURES .................................................................................................................. 62 7.1. RELATED-PARTY TRANSACTIONS ....................................................................................................... 62 7.2. ANALYSIS BY SEGMENT ..................................................................................................................... 66 7.3. SUBSIDIARIES .................................................................................................................................. 68 25 Condensed Income statement in thousand EUR NLB d.d. Notes Interest and similar income Interest and similar expenses 4.1. 4.1. Net interest income Dividend income Fee and commission income Fee and commission expenses 4.2. 4.2. Net fee and commission income Gains less losses from financial assets and liabilities not classified as at fair value through profit or loss Gains less losses from financial assets and liabilities held for trading Gains less losses from financial assets and liabilities designated at fair value through profit or loss Fair value adjustments in hedge accounting Foreign exchange translation gains less losses Gains less losses on derecognition of assets other than held for sale Other operating income Other operating expenses Administrative expenses Depreciation and amortization Provisions for other liabilities and charges Impairment charge Share of profits/(losses) of associates and joint ventures accounted for using the equity method Net loss from non-current assets held for sale PROFIT/(LOSS) FOR THE PERIOD Attributable to: Owners of the parent Non-controlling interests six months ended June June 2014 2013 six months ended June June 2014 2013 % change 170,564 186,141 (56,237) (101,462) ________ ________ 114,327 84,679 ======== ======== 6,333 2,800 (8) (45) 64,306 64,395 (14,375) (14,024) _________ _________ 49,931 50,371 ======== ======== (0) 3 35 - (1) % change 252,209 273,162 (89,926) (139,550) ________ ________ 162,283 133,612 ======== ======== 1,660 1,639 (8) (36) 93,820 92,272 (25,464) (24,047) _________ _________ 68,356 68,225 ======== ======== 2 6 21 1 0 4.3. 20,749 5,848 - 20,816 (4,759) - 4.4. (5,045) 2,739 - (2,147) 5,086 - - - - 29 18 61 (980) (109) (84) 10,382 (8,767) (84,321) (12,424) (22,361) (31,038) (14) (2,910) (46) 7,556 (8,079) (89,542) (13,310) (552) (131,037) (96) 83 37 9 (6) (7) (76) (980) 581 (1,329) 13,626 (10,574) (131,986) (18,248) (20,716) (45,256) (14) (3,803) 189 14,159 (10,134) (139,502) (22,435) 1,102 (146,119) (4) 4 (5) (19) (69) - - - 1,016 (2,386) - (1,491) (4,775) _________ _________ 35,102 (96,272) ======== ======== 735 10,446 (69) (1,426) (4,775) _________ _________ 35,705 (109,897) ======== ======== (344) 19,859 (70) 4.5. 4.6. 4.7. 4.8. 4.9. PROFIT/(LOSS) BEFORE INCOME TAX Income tax NLB Group 5.7. _________ _________ 35,837 (85,826) ======== ======== 35,837 - (85,826) - (93) - - _________ _________ 35,361 (90,038) ======== ======== 34,014 1,347 (91,176) 1,138 - 18 26 Condensed Income statement – by quarter in thousand EUR NLB d.d. three months ended June 2014 March 2014 % change Interest and similar income Interest and similar expenses Net interest income Dividend income Fee and commission income Fee and commission expenses Net fee and commission income Gains less losses from financial assets and liabilities not classified as at fair value through profit or loss Gains less losses from financial assets and liabilities held for trading Fair value adjustments in hedge accounting Foreign exchange translation gains less losses Gains less losses on derecognition of assets other than held for sale Other operating income Other operating expenses Administrative expenses Depreciation and amortization Provisions for liabilities and charges Impairment charge Net (loss)/gain from non-current assets held for sale PROFIT/(LOSS) BEFORE INCOME TAX Income tax PROFIT/(LOSS) FOR THE PERIOD three months ended June 2013 March 2013 % change 84,391 (26,622) ________ 57,769 86,173 (29,615) ________ 56,558 (2) (10) 2 89,403 (49,299) ________ 40,104 96,738 (52,163) ________ 44,575 ======== 5,975 ======== 358 33,238 (7,925) _________ 25,313 ======== 31,068 (6,450) _________ 24,618 ======== 7 23 (10) - ======== 2,653 ======== 147 - 33,204 (7,721) _________ 25,483 ======== 31,191 (6,303) _________ 24,888 ======== 6 22 9,975 10,774 (7) 422 5,426 (92) (2,771) (2,274) 22 (1,144) 3,883 - (1,029) 29 49 (138) - 17 889 (31) (3,799) - (95) 11 - (46) - 4,040 (4,315) (43,028) (6,155) (12,780) (19,213) (1,536) _________ 12,179 ======== 102 ________ 12,281 ======== 6,342 (4,452) (41,293) (6,269) (9,581) (11,825) 45 _________ 22,923 ======== 633 ________ 23,556 ======== (36) (3) 4 (2) 33 62 - 4,258 (3,266) (44,095) (6,542) 299 (109,583) (3,702) _________ (94,253) ======== 12,942 ________ (81,311) ======== 3,298 (4,813) (45,447) (6,768) (851) (21,454) (1,073) _________ (2,019) ======== (2,496) ________ (4,515) ======== 3 (47) (84) (48) (8) (5) 2 29 (32) (3) (3) - 27 in thousand EUR NLB Group Interest and similar income Interest and similar expenses Net interest income Dividend income Fee and commission income Fee and commission expenses Net fee and commission income Gains less losses from financial assets and liabilities not classified as at fair value through profit or loss Gains less losses from financial assets and liabilities held for trading Gains less losses from financial assets and liabilities designated at fair value through profit or loss Fair value adjustments in hedge accounting Foreign exchange translation gains less losses Gains less losses on derecognition of assets other than held for sale Other operating income Other operating expenses Administrative expenses Depreciation and amortization Provisions for liabilities and charges Impairment charge Share of profits/(losses) of associates and joint ventures accounted for using the equity method Net (loss)/gain from non-current assets held for sale PROFIT/(LOSS) BEFORE INCOME TAX Income tax PROFIT/(LOSS) FOR THE PERIOD Attributable to: Owners of the parent Non-controlling interests three months ended June 2014 March 2014 % change three months ended June 2013 March 2013 % change 124,767 (43,187) ________ 81,580 ======== 1,642 127,442 (46,739) ________ 80,703 ======== 18 (2) (8) 130,523 (67,997) ________ 62,526 ======== 1,453 142,639 (71,553) ________ 71,086 ======== 186 48,548 (13,586) _________ 34,962 ======== 45,272 (11,878) _________ 33,394 ======== 7 14 47,151 (12,861) _________ 34,290 ======== 45,121 (11,186) _________ 33,935 ======== 4 15 10,002 10,814 (8) (10,191) 5,432 - (1,236) (911) 36 127 4,959 (97) 12 17 (29) (32) 50 - (1,029) 343 49 238 44 17 1,116 (31) (4,919) - 1 - 5 (8) (5) (12) - 1 (960) (369) - 97 92 5 6,752 (5,537) (68,232) (9,034) (14,209) (28,117) 6,874 (5,037) (63,754) (9,214) (6,507) (17,139) (2) 10 7 (2) 64 7,199 (4,103) (69,785) (10,882) 582 (107,945) 6,960 (6,031) (69,717) (11,553) 520 (38,174) 3 (32) 0 (6) 12 - 1,093 (77) - (2,542) 156 - (1,475) _________ 6,557 49 _________ 29,148 - (3,702) _________ (101,775) (1,073) _________ (8,122) - (78) ========= ========= (495) 151 ________ ________ 6,062 29,299 ======== ======== 5,447 615 28,567 732 (79) (81) (16) ========= ========= 11,922 7,937 ________ ________ (89,853) (185) ======== ======== (90,483) 630 (693) 508 50 - 24 28 Condensed Statement of comprehensive income in thousand EUR Note NLB d.d. NLB Group six months ended June June six months ended June June 2014 2014 2013 2013 Net profit/(loss) for the period after tax 35,837 (85,826) 35,361 (90,038) Other comprehensive income/(loss) after tax 35,158 (10,496) 37,553 (12,239) - - (982) (982) 274 274 Cash flow hedges (effective portion) Valuation (losses)/gains taken to equity Transferred to income statement (410) (774) 364 775 323 452 (410) (774) 364 775 323 452 Available for sale financial assets Valuation gains/(losses) taken to equity Transferred to income statement 42,767 61,486 (18,719) (12,413) (17,688) 5,275 42,294 60,963 (18,669) (13,013) (18,299) 5,286 - - 4,530 (1,745) (7,199) 1,142 (7,879) 1,470 70,995 70,995 - (96,322) (96,322) - 72,914 71,485 1,429 (102,277) (103,049) 772 Items that may be reclassified subsequently to income statement Foreign currency translation Translation (losses)/gains taken to equity Share of other comprehensive income of entities accounted for using the equity method Income tax relating to components of other comprehensive (loss)/ income Total comprehensive income/(loss) for the period after tax Attributable to owners of the parent Attributable to non-controlling interests 5.10. NLB Group has no items in other comprehensive income that would not be reclassified subsequently to income statement. 29 Condensed Statement of comprehensive income – by quarter in thousand EUR NLB d.d. Net profit/(loss) for the period after tax three months ended three months ended June 2014 March 2014 June 2013 March 2013 12,281 23,556 (81,311) (4,515) Other comprehensive income/(loss) after tax 9,699 25,459 6,374 (16,870) Items that may be reclassified subsequently to income statement Cash flow hedges (effective portion) Valuation (losses)/gains taken to equity Transferred to profit (207) (378) 171 (203) (396) 193 530 309 221 245 14 231 Available for sale financial assets Valuation gains/(losses) taken to equity Transferred to profit 11,891 21,866 (9,975) 30,876 39,620 (8,744) 7,526 (2,606) 10,132 (19,939) (15,082) (4,857) Income tax relating to components of other comprehensive (loss)/income (1,985) (5,214) (1,682) 2,824 21,980 49,015 (74,937) (21,385) Total comprehensive income/(loss) for the period after tax NLB Group Net profit/(loss) for the period after tax three months ended three months ended June 2014 March 2014 June 2013 March 2013 6,062 29,299 (89,853) (185) 11,257 26,296 1,549 (13,788) 153 153 (1,135) (1,135) (1,945) (1,945) 2,219 2,219 Cash flow hedges (effective portion) Valuation (losses)/gains taken to equity Transferred to profit (207) (378) 171 (203) (396) 193 530 309 221 245 14 231 Available for sale financial assets Valuation gains/(losses) taken to equity Transferred to profit 11,153 21,078 (9,925) 31,141 39,885 (8,744) 5,917 (4,237) 10,154 (18,930) (14,062) (4,868) 2,462 2,068 (1,611) (134) (2,304) (5,575) (1,342) 2,812 17,319 16,663 656 55,595 54,822 773 (88,304) (88,728) 424 (13,973) (14,321) 348 Other comprehensive income/(loss) after tax Items that may be reclassified subsequently to income statement Foreign currency translation Translation gains/(losses) taken to equity Share of other comprehensive income of entities accounted for using the equity method Income tax relating to components of other comprehensive loss/(income) Total comprehensive income/(loss) for the period after tax Attributable to owners of the parent Attributable to non-controlling interests 30 Condensed Statement of financial position in thousand EUR Notes Cash and balances with central banks Trading assets Financial assets designated at fair value through profit or loss Available for sale financial assets Derivatives - hedge accounting Loans and advances - debt securities - loans and advances to banks - loans and advances to customers - other financial assets Held to maturity investments Fair value changes of the hedged items in portfolio hedge of interest rate risk Non-current assets and disposal group classified as held for sale Property and equipment Investment property Intangible assets Investments in subsidiaries Investments in associates and joint ventures Current income tax assets Deferred income tax assets Other assets TOTAL ASSETS Deposits and borrowings from central banks Trading liabilities Financial liabilities designated at fair value through profit or loss Derivatives - hedge accounting Financial liabilities measured at amortized cost - deposits from banks - borrowings from banks - due to customers - borrowings from other customers - debt securities in issue - subordinated liabilities - other financial liabilities Fair value changes of the hedged items in portfolio hedge of interest rate risk Provisions Current income tax liabilities Deferred income tax liabilities Other liabilities TOTAL LIABILITIES EQUITY AND RESERVES ATTRIBUTABLE TO OWNERS OF THE PARENT Share capital Share premium Revaluation reserve Profit reserves Retained earnings Non-controlling interests TOTAL EQUITY TOTAL LIABILITIES AND EQUITY 5.1. 5.2. 30.6.2014 % change 374,775 104,779 3,801 1,155,412 5,426 (49) 22 12 (3) (9) 717,822 702,791 502,833 376,439 5,260,276 5,426,129 42,837 41,337 832,992 864,259 768 530 2,839 2,327 101,042 108,449 1,458 1,458 39,061 44,976 276,392 269,392 6,679 7,200 204 8 5.7.1. 6,928 13,392 5.6. 6,413 4,541 __________ __________ 9,244,667 9,507,421 ========== ========== 2 34 (3) 4 (4) 45 22 (7) (13) 3 (7) (48) 41 5.3. 192,425 128,172 4,268 1,116,319 4,939 NLB d.d. 31.12.2013 5.4.1. 5.4.2. 5.4.3. 5.4.4. 5.5. 659,469 38,972 4,267 36,797 % change (27) 22 (13) (3) (9) 717,822 702,791 747,687 532,533 6,896,394 7,041,430 56,691 63,919 832,992 864,259 768 530 7,350 17,582 229,127 238,578 40,879 34,844 48,084 54,727 33,092 28,284 2,098 1,923 5,668 12,092 157,354 162,492 __________ __________ (3) 12,226,800 12,490,134 ========== ========== 2 40 (2) (11) (4) 45 (58) (4) 17 (12) (48) 14 12 1 76,054 74,234 772,773 995,133 6,202,883 5,743,673 34,474 36,284 68,046 68,782 76,136 61,609 133 5.9. 105,309 87,080 5.7.1. 5.11. 5,024 6,004 __________ __________ 8,080,204 8,413,953 ========== ========== 2 (22) 8 (5) (1) 24 (100) 21 (16) 200,000 200,000 871,378 871,378 43,726 8,568 13,522 13,522 35,837 ___________ ___________ 1,164,463 1,093,468 100 ___________ ___________ 1,164,463 1,093,468 __________ __________ 9,244,667 9,507,421 ========== ========== - 687,151 127,599 5,783 1,625,322 4,939 NLB Group 31.12.2013 942,657 104,335 6,615 1,675,117 5,426 1,266,638 34,064 3,800 36,519 5.8.1. 5.8.2. 5.8.1. 5.8.2. 5.8.3. 5.8.4. 5.8.5. 30.6.2014 659,469 38,971 4,267 36,797 17 9 (53) (3) (2) 1,266,638 34,063 3,800 36,519 (48) 14 12 1 40,074 37,425 874,697 1,119,602 8,750,000 8,257,077 148,395 162,309 68,046 68,782 21,973 21,874 102,359 86,609 133 124,607 108,923 215 116 336 370 12,968 14,897 __________ __________ (4) 10,883,174 11,219,137 ========== ========== 7 (22) 6 (9) (1) 0 18 (100) 14 85 (9) (13) (3) 200,000 200,000 871,378 871,378 40,567 3,096 13,522 13,522 193,280 159,391 ___________ ___________ 1,318,747 1,247,387 21 24,879 23,610 ___________ ___________ 6 1,343,626 1,270,997 __________ __________ (3) 12,226,800 12,490,134 ========== ========== 5 6 6 6 (2) 31 Condensed Statement of changes in equity in thousand EUR NLB d.d. Share capital Share premium 200,000 200,000 Balance at January 1, 2014 - Net profit for the period - Other comprehensive income Total comprehensive income after tax Balance at June 30, 2014 Revaluation reserves 871,378 871,378 8,568 35,158 35,158 43,726 Profit reserves Retained Total equity earnings 13,522 13,522 35,837 35,837 35,837 1,093,468 35,837 35,158 70,995 1,164,463 Share Share Other equity Revaluation Profit Retained capital premium instruments reserves reserves earnings 104,731 774,472 336,044 (5,416) 164,204 (304,874) (85,826) (10,496) (10,496) (85,826) 1,858 1 - Balance at January 1, 2013 - Net loss for the period - Other comprehensive loss Total comprehensive loss after tax New share capital subscribed Conversion of other equity instruments issued Other* Balance at June 30, 2013 77,490 263,727 (213) 184,079 1,037,987 (341,217) 5,173 - (15,912) (5,173) 159,031 Treasury shares (2,048) - (390,700) Total equity (2,048) 1,067,113 (85,826) (10,496) (96,322) 1,859 (213) 972,437 * Item other relates to costs directly attributable to the issuance of new shares and accrued income from financial instruments with characteristics of equity. NLB Group Balance at January 1, 2014 - Net profit for the period - Other comprehensive income Total comprehensive income after tax Dividends paid Other* Balance at June 30, 2014 Share capital 200,000 200,000 Share premium 871,378 871,378 Revaluation reserves 3,096 37,471 37,471 40,567 Profit reserves 13,522 13,522 Retained Equity Equity earnings attributable attributable to owners to nonof the controlling parent interests 159,391 34,014 34,014 (125) 193,280 1,247,387 34,014 37,471 71,485 (125) 1,318,747 23,610 1,347 82 1,429 (179) 19 24,879 Total equity 1,270,997 35,361 37,553 72,914 (179) (106) 1,343,626 * Item other relates to loss of control of subsidiary and transactions with non-controlling interest. Share capital Balance at January 1, 2013 - Net loss for the period - Other comprehensive loss Total comprehensive loss after tax New share capital subscribed Conversion of other equity instruments issued Other* Balance at June 30, 2013 774,472 1 336,044 - (12,754) (11,873) (11,873) - 164,204 - (239,611) (91,176) (91,176) - Equity Equity Total equity attributable to attributable owners of the to nonparent controlling (2,048) 1,125,038 interests 19,946 1,144,984 (91,176) 1,138 (90,038) (11,873) (366) (12,239) (103,049) 772 (102,277) 1,859 1,859 77,490 263,727 (213) 184,079 1,037,987 (341,217) 5,173 - (24,627) (5,173) 159,031 (4,414) (335,201) (2,048) 104,731 1,858 Share premium Other equity instruments Revaluation reserves Profit reserves Retained earnings Treasury shares (4,627) 1,019,221 4,371 25,089 (256) 1,044,310 * Item other relates to costs directly attributable to the issuance of new shares, accrued income from financial instruments with characteristics of equity and transactions with non-controlling interest. 32 Condensed Statement of cash flows in thousand EUR CASH FLOWS FROM OPERATING ACTIVITIES Interest received Interest paid Dividends received Fee and commission receipts Fee and commission payments Realized gains from financial assets and financial liabilities not at fair value through profit or loss (Losses)/gains from financial assets and liabilities held for trading Payments to employees and suppliers Other income Other expenses Income tax paid Cash flows from operating activities before changes in operating assets and liabilities Decreases/(increases) in operating assets Net increase in trading assets Net (increase)/decrease in financial assets and liabilities designated at fair value through profit or loss Net decrease/(increase) in available for sale financial assets Net decrease in loans and advances Net (increase)/decrease in other assets Decreases in operating liabilities Net decrease in deposits and borrowings from central banks Net increase/(decrease) in deposits and borrowings measured at amortized cost Net decrease in securities measured at amortized cost Net (decrease)/increase in other liabilities Net cash used in operating activities CASH FLOWS FROM INVESTING ACTIVITIES Receipts from investing activities Proceeds from sale of property and equipment and investment property Proceeds from liquidation of subsidiaries Proceeds from sale of non-current assets held for sale Proceeds from maturity and disposal of held to maturity investments Payments from investing activities Purchase of property and equipment and investment property Purchase of intangible assets Purchase of subsidiaries and increase in subsidiaries' equity Purchase of held to maturity investments Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from financing activities Issue of ordinary shares and other equity instruments Payments from financing activities Dividends paid Repayments of subordinated debt Other payments related to financing activities Net cash from financing activities Effects of exchange rate changes on cash and cash equivalents Net (decrease)/increase in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period NLB d.d. six months ended June June 2014 2013 NLB Group six months ended June June 2014 2013 183,469 (69,878) 4,697 63,782 (14,275) 20,767 200,734 (112,248) 1,529 66,614 (13,952) 5,559 263,607 (101,904) 42 92,784 (25,359) 20,834 279,275 (146,195) 368 94,689 (23,008) 8,830 (2,154) (91,030) 11,752 (9,805) 97,325 1,184 (98,434) 8,478 (9,593) (342) 49,529 72 (138,322) 20,508 (11,365) (658) 120,239 2,937 (149,971) 21,839 (11,246) (1,870) 75,648 127,415 (21,021) - 225,770 (50,900) (274) 57,653 (21,021) 1,299 (34,581) (50,900) (171) 62,564 85,914 (42) (345,244) (600,020) 254,847 (71) (120,504) (875) 278,752 (933) (159,996) (21) (127,075) (32,902) 2 115,303 50,423 26,785 167 (347,929) (600,020) 252,291 (200) (170,037) (97,672) 128,748 (14,586) (232,354) (21) (200,456) (32,902) 1,025 (191,287) 76,659 13 250 548 75,848 (63,089) (1,453) (3,708) (7,020) (50,908) 13,570 288,610 73 288,537 (201,072) (1,971) (2,940) (64,107) (132,054) 87,538 78,631 2,235 548 75,848 (65,991) (10,919) (4,164) (50,908) 12,640 288,746 209 288,537 (140,983) (5,228) (3,665) (36) (132,054) 147,763 1,513 (106,934) 613,092 507,671 1,859 1,859 (61,676) (61,463) (213) (59,817) (721) 143,024 575,961 718,264 (183) (108) (75) (183) 2,752 (157,580) 1,430,905 1,276,077 1,859 1,859 (61,676) (61,463) (213) (59,817) (4,717) (103,341) 1,573,940 1,465,882 33 STATEMENT OF MANAGEMENT'S RESPONSIBILITY The Management Board hereby confirms its responsibility for the preparation of the financial statements of the NLB d.d. and the consolidated financial statements of the NLB Group for the six months ended June 30, 2014. The Management Board is responsible for the preparation and presentation of these interim financial statements in accordance with the IAS 34 “Interim financial reporting”. The Management Board also confirms that the appropriate accounting policies were consistently applied, and that the accounting estimates were prepared according to the principles of prudence and good management. The Management Board further confirms that the interim financial statements of the NLB d.d. and NLB Group have been prepared on a going-concern basis for the NLB d.d. and NLB Group and in line with valid legislation and the IAS 34 “Interim financial reporting”. The Management Board is also responsible for appropriate accounting practices, for the adoption of appropriate measures for the safeguarding of assets, and for the prevention and identification of fraud and other irregularities or illegal acts. 34 Notes to the condensed financial statements 1. GENERAL INFORMATION Nova Ljubljanska banka d.d. Ljubljana (hereinafter: NLB d.d.) is a joint stock entity providing universal banking services. The NLB Group operates in twelve countries. The NLB d.d. is incorporated and domiciled in Slovenia. The address of its registered office is Trg Republike 2, Ljubljana. The NLB d.d.’s shares are not listed on the stock exchange. The ultimate controlling party of NLB d.d. is the Republic of Slovenia which is the sole shareholder as at June 30, 2014 and December 31, 2013. All amounts in the financial statements and in the notes to the financial statements are expressed in thousands of euros unless otherwise stated. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 2.1. Statement of compliance These condensed interim financial statements have been prepared in accordance with IAS 34 “Interim financial reporting” and should be read in conjunction with the annual financial statements of the NLB Group and NLB d.d. for the year ended December 31, 2013, which have been prepared in accordance with International Financial Reporting Standards (hereinafter: IFRS) as adopted by the European Union. 2.2. Accounting policies Except as described below, the same accounting policies and methods of computation were followed in the preparation of these consolidated condensed interim financial statements as for the year ended December 31, 2013. Accounting standards and amendments to existing standards effective for annual periods beginning on January 1, 2014 that were endorsed by EU and adopted by the NLB Group - IAS 32 (amendment) - Offsetting Financial Assets and Financial Liabilities (effective for annual periods beginning on or after January 1, 2014). - IFRS 10 - Consolidated Financial Statements, IFRS 11 - Joint Arrangements, IFRS 12 - Disclosures of Interests in Other Entities, a revised version of IAS 27 - Separate Financial Statements, which has been amended for the issuance of IFRS 10 but retains the current guidance for separate financial statements, and a revised version of IAS 28 - Investments in Associates and Joint Ventures, which has been amended for conforming changes based on the issuance of IFRS 10 and IFRS 11. Standards are effective for annual periods beginning on or after January 1, 2014. - Amendments to IFRS 10 Consolidated Financial Statements, IFRS 11 Joint Arrangements, IFRS 12 Disclosures of Interests in Other Entities - Transition Guidance (effective for annual periods beginning on or after January 1, 2014). - Amendments to IFRS 10 Consolidated Financial Statements, IFRS 11 Joint Arrangements, IFRS 12 Disclosures of Interests in Other Entities – Investment Entities (effective for annual periods beginning on or after January 1, 2014). - IAS 39 (amendment) – Novation of Derivatives and Continuation of Hedge Accounting (effective for annual periods beginning on or after January 1, 2014). - IAS 36 (amendment) - Recoverable Amount Disclosures for Non-Financial Assets (effective for annual periods beginning on or after January 1, 2014). 35 - IFRIC 21 (new interpretation) – Levies (effective for annual periods beginning on or after January 1, 2014). Accounting standards and amendments to existing standards issued but not endorsed by EU - IFRS 9 - Financial Instruments. Standard was completed in July 2014. A mandatory implementation date is January 1, 2018 with early application permitted. - IAS 19 (amendment) – Defined benefit plans: Employee contributions (effective for annual periods beginning on or after July 1, 2014). - Annual Improvements to IFRSs 2010–2012 Cycle. The improvements comprise a mixture of substantive changes and clarifications, and are effective for annual periods beginning on or after July 1, 2014. - Annual Improvements to the IFRS 2011–2013 Cycle. The improvements comprise a mixture of substantive changes and clarifications, and are effective for annual periods beginning on or after July 1, 2014. - IFRS 14 (new standard) - Regulatory Deferral Accounts (effective for annual periods beginning on or after January 1, 2016). - IFRS 15 (new standard) – Revenue from Contracts with Customers (effective from annual periods beginning on or after January 1, 2017). - Amendments to IAS 16 Property, plant and equipment and IAS 38 Intangible assets – Clarification of Acceptable Methods of Depreciation and Amortisation (effective from annual periods beginning on or after January 1, 2016). - IFRS 11 (amendment) – Accounting for Acquisition of Interests in Joint Operations (effective from annual periods beginning on or after January 1, 2016). 36 3. CHANGES IN SUBSIDIARY HOLDINGS th Changes in six months ended June 30 , 2014 a) Capital increase: - - Increases in share capital in the form of loan conversion in the total amount of EUR 1,765 thousand was registered at NLB Leasing, Beograd. Increase in share capital in the form of cash contributions in the total amount of EUR 7,020 thousand was registered in NLB Srbija, Beograd and CBS Invest, Sarajevo. Increase in share capital in the form of loan conversion in the total amount of EUR 7,000 thousand was registered at NLB Leasing, Sofia by NLB Leasing, Ljubljana. Decrease in share capital in amount of EUR 640 thousand EUR was registered in Plan, Banja Luka. b) Other changes: - Relevant activities of entities ICJ – v stečaju, Domžale and Conet – v stečaju, Beograd are subject to bankruptcy manager therefore NLB d.d. has no longer control over these entities. Increase in share capital in the form of cash contributions in the amount of EUR 15,000 thousand was registered in NLB Montenegrobanka, Podgorica. NLB d.d. increased its ownership interest from 97.40% to 98.00%. As at June 5, 2014 simplified decrease with simultaneous increase in share capital was registered in Adria Bank, Wien. Due to covering the loss from 2013 the share capital at first decreased to 0; in increase in share capital NLB d.d. did not participate. - - - Changes in the year 2013 a) - - - b) - Capital increase: Increases in share capital in the form of cash contributions in the total amount of EUR 172,487 thousand were registered at NLB Factoring “v likvidaci”, Ostrava, CBS Invest, Sarajevo, NLB Montenegrobanka, Podgorica, NLB Srbija, Beograd, NLB Leasing, Ljubljana and NLB banka, Beograd. Increase in share capital in the total amount of EUR 12,000 thousand has not yet been registered in NLB Leasing, Sarajevo. Increases in share capital in the form of loan conversion in the total amount of EUR 53,750 thousand were registered at NLB Leasing, Beograd, NLB Leasing, Ljubljana and NLB banka, Beograd. Increases in share capital in the form of cash contributions from NLB Leasing, Ljubljana in the total amount of EUR 42,356 thousand were registered at Optima Leasing, Zagreb and OL Nekretnine, Zagreb. Increase in share capital in the amount of EUR 25,000 thousand has not yet been registered in Optima Leasing, Zagreb. An increase in share capital in the form of a cash contribution in the total amount of EUR 330 thousand was registered at NLB Interfinanz Praha, Praga by NLB Interfinanz, Zurich. Other changes: NLB Factoring, Ostrava was renamed to NLB Factoring, “v likvidaci”, Ostrava. NLB Crna Gora d.o.o., Podgorica was established. NLB d.d.'s ownership in NLB Crna Gora d.o.o., Podgorica is 100%. NLB d.d. increased its ownership interest in NLB Montenegrobanka, Podgorica from 96.71% to 97.40%. NLB Leasing, Ljubljana increased its ownership interest in OL Nekretnine, Zagreb, from 99.93% to 100%. Consideration was paid in the amount of EUR 13 thousand. NLB Leasing, Ljubljana increased its ownership interest in Optima Leasing, Zagreb, from 99.82% to 99.95%. Consideration was paid in the amount of EUR 23 thousand. Plan d.d., Banja Luka changed its legal organizational form to Plan d.o.o, Banja Luka. LHB Trade d.o.o., Zagreb was renamed to LHB Trade d.o.o. - u likvidaciji, Zagreb. By converting other items of equity in share capital, the share capital of NLB Vita, Ljubljana has increased for EUR 184 thousand. NLB d.d.’s share interest in entity remained unchanged. 37 4. NOTES TO THE CONDENSED INCOME STATEMENT 4.1. Interest income and expenses in thousand EUR NLB d.d. six months ended June June 2014 2013 % change NLB Group six months ended June June 2014 2013 % change Interest and similar income Loans and advances to customers Financial assets held for trading Held to maturity investments Available for sale financial assets Derivatives - hedge accounting Loans and advances to banks Deposits with central banks TOTAL Interest and similar expenses Due to customers Financial liabilities held for trading Borrowings from banks Derivatives - hedge accounting Debt securities in issue Borrowings from other customers Deposits from banks Subordinated liabilities Other financial liabilities TOTAL NET INTEREST INCOME 129,380 8,034 15,653 13,520 1,147 2,614 216 ________ 170,564 ======= 139,876 10,286 18,118 11,658 2,068 3,890 245 ________ 186,141 ======= (8) (22) (14) 16 (45) (33) (12) 34,729 6,417 9,554 3,605 1,287 281 46 318 ________ 56,237 ======= ________ 114,327 ======= 58,275 9,978 21,498 4,827 1,453 292 56 4,831 252 ________ 101,462 ======= ________ 84,679 ======= (40) (36) (56) (25) (11) (4) (18) (100) 26 (8) (45) 35 202,852 7,965 15,653 22,749 1,147 1,225 618 ________ 252,209 ======= 219,576 10,012 18,118 20,463 2,068 2,163 760 ________ 273,162 ======= (8) (20) (14) 11 (45) (43) (19) 63,835 6,415 11,273 3,605 1,287 2,219 104 673 515 ________ 89,926 ======= ________ 162,283 ======= 90,346 9,965 24,703 4,827 1,646 2,227 139 5,433 264 ________ 139,550 ======= ________ 133,612 ======= (29) (36) (54) (25) (22) (0) (25) (88) 95 (8) (36) 21 38 4.2. Net fee and commission income in thousand EUR NLB d.d. six months ended June June 2014 2013 Fee and commission income Credit cards and ATMs Customer transaction accounts Payments Guarantees Investment banking Agency of insurance products Investment funds Other services TOTAL Fee and commission expenses Credit cards and ATMs Deposit insurance Investment banking Payments Guarantees Other services TOTAL NET FEE AND COMMISSION INCOME NLB Group six months ended June June 2014 2013 % change 21,582 16,529 14,400 4,965 2,887 1,371 1,246 1,326 ________ 64,306 ======= 21,564 16,892 14,925 5,421 2,783 1,025 744 1,041 ________ 64,395 ======= 0 (2) (4) (8) 4 34 67 27 11,424 955 405 274 1,317 ________ 14,375 ======= ________ 49,931 ======= 11,138 809 405 324 1,348 ________ 14,024 ======= ________ 50,371 ======= 3 18 (15) (2) (0) 3 (1) % change 27,937 20,107 26,571 7,461 4,144 1,371 3,864 2,365 ________ 93,820 ======= 27,725 19,925 26,341 8,372 2,856 1,025 3,981 2,047 ________ 92,272 ======= 1 1 1 (11) 45 34 (3) 16 15,570 4,379 1,170 2,225 306 1,814 ________ 25,464 ======= ________ 68,356 ======= 14,919 3,903 978 2,101 382 1,764 ________ 24,047 ======= ________ 68,225 ======= 4 12 20 6 (20) 3 2 6 0 Income from other services include fees from non-banking deposit valuables and safe custody and other agency services. Expenses from other services include insurance for holders of personal accounts and golden cards. 4.3. Gains less losses from financial assets and liabilities not classified as at fair value through profit or loss in thousand EUR NLB d.d. six months ended June June 2014 2013 Available for sale financial assets Financial liabilities measured at amortized cost Held to maturity investments Loans and receivables TOTAL 20,749 5,426 289 133 _________ _________ 20,749 5,848 ======== ======== % change (100) (100) - NLB Group six months ended June June 2014 2013 20,756 5,415 289 133 60 (10,596) _________ _________ 20,816 (4,759) ======== ======== % change (100) (100) - 39 4.4. Gains less losses from financial assets and liabilities held for trading in thousand EUR NLB d.d. six months ended June June 2014 2013 Derivatives Foreign exchange trading Equity instruments Debt instruments TOTAL 4.5. (6,847) 2,165 1,695 1,482 13 (57) 94 (851) _________ _________ (5,045) 2,739 ======== ======== % change 14 - NLB Group six months ended June June 2014 2013 (6,953) 1,925 4,697 4,069 13 (57) 96 (851) _________ _________ (2,147) 5,086 ======== ======== % change 15 - Other operating income in thousand EUR NLB d.d. six months ended June June 2014 2013 Income from non-banking services Rental income from investment property Other operating income TOTAL 5,954 40 4,388 ________ 10,382 ======= 6,117 46 1,393 ________ 7,556 ======= % change (3) (13) 37 NLB Group six months ended June June 2014 2013 8,598 2,369 2,659 ________ 13,626 ======= 9,488 2,334 2,337 ________ 14,159 ======= % change (9) 1 14 (4) Income from non-banking services includes income from IT services, cash transportation and operating leases of movable property. 4.6. Other operating expenses in thousand EUR NLB d.d. six months ended June June 2014 2013 Expenses related to issued service guarantees Taxes and other duties Membership fees Other operating expenses TOTAL 3,920 3,103 1,038 706 ________ 8,767 ======= 3,915 2,906 798 460 ________ 8,079 ======= % change 0 7 30 53 9 NLB Group six months ended June June 2014 2013 3,920 3,754 1,277 1,623 ________ 10,574 ======= 3,915 4,186 1,219 814 ________ 10,134 ======= % change 0 (10) 5 99 4 40 4.7. Administrative expenses in thousand EUR NLB d.d. six months ended June 2014 Employee costs Other general and administrative expenses TOTAL 4.8. NLB Group six months ended June 2013 51,929 32,392 ________ 84,321 ======= % change 55,735 33,807 ________ 89,542 ======= June 2014 (7) (4) (6) 81,582 50,404 ________ 131,986 ======= June 2013 87,252 52,250 ________ 139,502 ======= % change (6) (4) (5) Provisions for other liabilities and charges in thousand EUR NLB d.d. six months ended June 2014 Guarantees and commitments Other provisions TOTAL 4.9. 21,730 631 ________ 22,361 ======= June 2013 NLB Group six months ended % change 489 63 ________ 552 ======= June 2014 - 18,044 2,672 ________ 20,716 ======= June 2013 % change (1,262) 160 ________ (1,102) ======= - Impairment charge in thousand EUR NLB d.d. six months ended June June 2014 2013 Impairment of financial assets Available for sale financial assets Loans and advances to banks (note 5.4.5.) Loans and advances to customers (note 5.4.5.) Impairment of other assets Other financial assets (note 5.4.5.) Investments in subsidiaries, associates and joint ventures Other TOTAL % change NLB Group six months ended June June 2014 2013 % change 2,030 (9,912) 35,182 10,701 52,000 (81) (32) 2,087 (10,023) 46,848 10,701 (66) 128,746 (80) (64) 1,655 2,056 27 ________ 31,038 ======= 4,229 64,107 ________ 131,037 ======= (61) (97) - 1,511 4,833 ________ 45,256 ======= 6,107 631 ________ 146,119 ======= (75) - (76) (69) In six months ended June 2014 the NLB d.d. impaired investment in subsidiaries NLB Leasing, Beograd, Plan, Banja Luka and CBS Invest, Sarajevo. In six months ended June 2013 the NLB d.d. recorded impairment of investment in subsidiaries NLB Factoring, “v likvidaci”, Ostrava and CBS Invest, Sarajevo. In NLB Factoring, “v likvidaci”, Ostrava NLB d.d. consequently released additional allowances for loan given to NLB Factoring, “v likvidaci”, Ostrava. 41 5. NOTES TO THE CONDENSED STATEMENT OF FINANCIAL POSITION 5.1. Cash and balances with central banks in thousand EUR 30.6.2014 Cash Balances and obligatory reserves with central banks 91,117 97,864 101,308 276,911 __________ __________ 192,425 374,775 ========= ========= TOTAL 5.2. NLB d.d. 31.12.2013 % change (7) (63) (49) 30.6.2014 NLB Group 31.12.2013 % change 181,882 198,209 505,269 744,448 __________ __________ 687,151 942,657 ========= ========= (8) (32) (27) Trading assets in thousand EUR 30.6.2014 Derivatives, excluding hedging instruments Swap contracts Forward contracts Options Total derivatives Securities Shares Bonds Treasury bills Commercial papers Total securities TOTAL 5.3. NLB d.d. 31.12.2013 % change 32,069 31,040 2,021 1,266 38 126 ___________ ___________ 34,128 32,432 3 60 (70) 16,741 16,985 34,993 17,544 32,310 37,818 10,000 ___________ ___________ 94,044 72,347 ___________ ___________ 128,172 104,779 ====================== (1) (15) 100 30.6.2014 31,488 2,029 38 ___________ 33,555 22 % change 30,540 1,322 126 ___________ 31,988 3 53 (70) 16,741 16,985 34,993 17,544 32,310 37,818 10,000 ___________ ___________ 94,044 72,347 ___________ ___________ 127,599 104,335 =========== =========== (1) (15) 100 5 - NLB Group 31.12.2013 5 22 Available for sale financial assets in thousand EUR 30.6.2014 Bonds Commercial papers Treasury bills Shares Cash certificates TOTAL NLB d.d. 31.12.2013 % change 30.6.2014 NLB Group 31.12.2013 % change 872,283 118,792 985,129 - (11) 100 1,127,004 118,792 1,212,950 - (7) 100 66,560 58,684 _________ 1,116,319 ========= 94,961 75,322 _________ 1,155,412 ========= (30) (22) - 255,203 61,098 63,225 _________ 1,625,322 ========= 303,024 77,769 81,374 _________ 1,675,117 ========= (16) (21) (22) (3) (3) 42 5.4. Loans and advances Analysis by type of loans and advances in thousand EUR 30.6.2014 Debt securities Loans to banks Loans and advances to customers Other financial assets TOTAL 5.4.1. NLB d.d. 31.12.2013 % change 717,822 702,791 502,833 376,439 5,260,276 5,426,129 42,837 41,337 __________ __________ 6,523,768 6,546,696 =========== =========== 2 34 (3) 4 (0) 30.6.2014 NLB Group 31.12.2013 % change 717,822 702,791 747,687 532,533 6,896,394 7,041,430 56,691 63,919 __________ __________ 8,418,594 8,340,673 ====================== 2 40 (2) (11) 1 Debt securities in thousand EUR NLB d.d. and NLB Group 30.6.2014 31.12.2013 % change Government Companies Banks Allowance for impairment TOTAL 5.4.2. 635,325 622,573 82,497 80,218 3,750 3,750 _________ _________ 2 3 - (3,750) (3,750) _________ _________ 717,822 702,791 ========= =========== 2 Loans and advances to banks in thousand EUR Demand deposits Time deposits Loans Reverse sale and repurchase agreements Purchased receivables Allowance for impairment (note 5.4.5.) TOTAL NLB d.d. 30.6.2014 31.12.2013 % change NLB Group 30.6.2014 31.12.2013 % change 246,546 216,085 190,544 63,234 63,998 103,054 4,616 2,387 _________ _________ 503,475 386,989 14 (38) (100) 100 386,724 308,158 341,018 203,891 36,294 44,485 4,616 2,387 _________ _________ 766,423 561,150 25 67 (18) (100) 100 (642) (10,550) _________ _________ 502,833 376,439 ======== ======== (94) (18,736) (28,617) _________ _________ 747,687 532,533 ======== ======== (35) 30 34 37 40 43 5.4.3. Loans and advances to customers in thousand EUR 30.6.2014 Loans Finance lease receivables Overdrafts Credit card business Called guarantees Reverse sale and repurchase agreement Allowance for impairment (note 5.4.5.) TOTAL 5.4.4. NLB d.d. 31.12.2013 % change 6,071,182 6,214,369 202,697 215,100 56,564 59,922 12,343 11,014 25 25 __________ __________ 6,342,811 6,500,430 (2) (6) (6) 12 - (1,082,535) (1,074,301) __________ __________ 5,260,276 5,426,129 ========= ========= 1 (2) (3) NLB Group 30.6.2014 31.12.2013 % change 7,844,180 7,939,372 357,575 377,171 336,966 349,253 109,016 112,734 24,636 27,143 25 25 __________ __________ 8,672,398 8,805,698 (1) (5) (4) (3) (9) - (1,776,004) (1,764,268) __________ __________ 6,896,394 7,041,430 ========= ========= 1 (2) (2) Other financial assets in thousand EUR 30.6.2014 NLB d.d. 31.12.2013 % change Receivables in the course of collection Receivables from purchase agreements for equity securities Credit card receivables Fees and commissions due Dividends Accrued fees and commissions Debtors Prepayments Other financial assets 22,870 12,789 20,591 42,517 10,335 7,983 4,458 5,093 1,681 44 1,188 132 679 1,789 5,398 8,634 __________ __________ 67,200 78,981 79 (52) 29 (12) (62) (37) Allowance for impairment (note 5.4.5.) (24,363) (37,644) __________ __________ 42,837 41,337 ========= ========= (35) TOTAL 5.4.5. (15) 4 NLB Group 30.6.2014 31.12.2013 % change 24,768 14,511 20,591 42,517 13,491 11,335 7,052 7,281 1,681 44 1,163 244 22,000 23,528 8,119 9,076 10,506 21,467 __________ __________ 109,371 130,003 71 (52) 19 (3) (6) (11) (51) (52,680) (66,084) __________ __________ 56,691 63,919 ========= ========= (20) (16) (11) Movements in allowance for impairment of banks, loans and advances to customers and other financial assets in thousand EUR Banks 2014 2013 Balance at January 1 Impairment (note 4.9.) Write offs Repayment of write offs Exhange differences Other Balance at June 2014 10,550 (9,912) 4 ________ 642 ======= 385 3 ________ 388 ======= NLB d.d. Customers 2014 2013 1,074,301 35,182 (30,240) 934 103 2,255 ________ 1,082,535 ======= 1,367,571 52,000 (2,840) 490 (2,971) 4,723 ________ 1,418,973 ======= Other financial assets 2014 2013 37,644 1,655 (14,938) 2 ________ 24,363 ======= 25,843 4,229 (170) (138) ________ 29,764 ======= 44 in thousand EUR Banks 2014 2013 Balance at January 1 Exchange differences on opening balance Impairment (note 4.9.) Write offs Repayment of write offs Exhange differences Other Balance at June 2014 5.5. 28,617 169 (10,023) (27) ________ 18,736 ======= 14,390 (284) (66) 283 ________ 14,323 ======= NLB Group Customers 2014 2013 1,764,268 1,186 46,848 (38,056) 1,276 (1,773) 2,255 ________ 1,776,004 ======= Other financial assets 2014 2013 1,905,986 (4,050) 128,746 (23,875) 1,587 (139) ________ 2,008,255 ======= 66,084 17 1,511 (12,510) 35 (2,457) ________ 52,680 ======= 51,052 122 6,107 (916) (128) ________ 56,237 ======= Held to maturity financial assets in thousand EUR NLB d.d. and NLB Group 30.6.2014 31.12.2013 % change Bonds Treasury bills 694,286 728,308 138,706 135,951 _________ _________ 832,992 864,259 ========= ========= TOTAL 5.6. (5) 2 (4) Other assets in thousand EUR NLB d.d. 30.6.2014 31.12.2013 % change Deferred expenses Assets, received as collateral Claim for taxes and other dues Inventories Prepayments TOTAL 4,015 1,965 1,606 1,632 487 658 270 270 35 16 _________ _________ 6,413 4,541 ================== (2) (26) 41 NLB Group 30.6.2014 31.12.2013 % change 7,616 4,125 127,966 131,180 1,512 2,908 18,250 23,364 2,010 915 _________ _________ 157,354 162,492 ================== 85 (2) (48) (22) (3) 45 5.7. Income tax in thousand EUR Current tax on profit Deferred tax TOTAL 5.7.1. NLB d.d. 30.6.2014 30.6.2013 NLB Group 30.6.2014 30.6.2013 (325) 735 10,771 _________ _________ 735 10,446 (1,089) (2,344) 745 22,203 _________ _________ (344) 19,859 ======== ======== ======== ======== Deferred tax in thousand EUR 30.6.2014 Deferred income tax assets Valuation of financial instruments and capital investments Tax losses Impairment provisions Employee benefit provisions Depreciation and valuation of non-financial assets Tax reliefs Dividends Impairment of deferred tax assets Total deferred income tax assets Deferred income tax liabilities Valuation of financial instruments Depreciation and valuation of non-financial assets Impairment provisions Total deferred income tax liabilities Net deferred income tax assets Net deferred income tax liabilities NLB d.d. 31.12.2013 Included in other comprehensive income for the current year - valuation of available for sale financial assets - cash flow hedges 30.6.2014 % change 80,692 242,803 67,233 242,803 20 - 80,715 220,091 67,265 220,091 20 - 3,811 2,197 3,914 2,408 (3) (9) 17,312 2,398 20,986 2,587 (18) (7) 389 472 (18) 1,032 1,040 (1) 1,489 1,489 - 1,509 1,509 - 7 (311,402) _________ 19,986 7 (298,340) _________ 19,986 4 7 (303,537) _________ 19,527 7 (294,044) _________ 19,441 3 12,803 255 _________ 13,058 6,336 258 _________ 6,594 (1) - 13,286 870 39 _________ 14,195 6,890 789 40 _________ 7,719 93 10 (3) 6,928 - 13,392 - (48) 5,668 (336) 12,092 (370) (53) (9) six months ended Included in the income statement for the current year - tax losses - valuation of financial instruments and capital investments - employee benefit provisions - impairment provisions - depreciation and valuation of non-financial assets - tax reliefs - dividends - impairments of deferred income tax assets % change NLB Group 31.12.2013 - 98 0 84 six months ended June 2014 June 2013 June 2014 June 2013 735 14,191 (211) (103) (80) (13,062) 10,771 12,146 (1,248) (37) (1) (61) (27) (1) - 748 14,191 (188) (3,672) (90) (9,493) 22,203 12,146 (855) (38) 10,960 18 (27) (1) - (7,199) (7,269) 70 1,142 1,331 (189) (7,140) (7,210) 70 1,163 1,352 (189) 46 5.8. Financial liabilities measured at amortized cost Analysis by type of financial liabilities, measured at amortised cost in thousand EUR 30.6.2014 Deposits from banks Borrowings from banks Due to customers Borrowings from other customers Debt securities in issue Subordinated liabilities Other financial liabilities TOTAL 5.8.1. NLB d.d. 31.12.2013 % change 76,054 74,234 772,773 995,133 6,202,883 5,743,673 34,474 36,284 68,046 68,782 76,136 61,609 __________ __________ 7,230,366 6,979,715 ========= ========= 30.6.2014 2 (22) 8 (5) (1) 24 NLB Group 31.12.2013 % change 40,074 37,425 874,697 1,119,602 8,750,000 8,257,077 148,395 162,309 68,046 68,782 21,973 21,874 102,359 86,609 __________ __________ 10,005,544 9,753,678 ========= ========= 4 7 (22) 6 (9) (1) 0 18 3 Deposits from banks and amounts due to customers in thousand EUR NLB d.d. 30.6.2014 31.12.2013 % change Deposits on demand - banks - other customers Other deposits - banks - other customers TOTAL 5.8.2. 67,855 3,148,729 30.6.2014 69,232 2,853,447 (2) 10 8,199 5,002 3,054,154 2,890,226 ____________________ 6,278,937 5,817,907 ================== 64 6 8 33,991 4,231,657 NLB Group 31.12.2013 % change 30,396 3,885,588 12 9 6,083 7,029 4,518,343 4,371,489 ____________________ 8,790,074 8,294,502 ================== (13) 3 6 Borrowings from banks and other customers in thousand EUR Loans - banks - other customers TOTAL NLB d.d. 30.6.2014 31.12.2013 % change NLB Group 30.6.2014 31.12.2013 % change 772,773 995,133 34,474 36,284 _________ _________ 807,247 1,031,417 ======== ======== 874,697 1,119,602 148,395 162,309 _________ _________ 1,023,092 1,281,911 ======== ======== (22) (5) (22) (22) (9) (20) 47 5.8.3. Debt securities in issue in thousand EUR 30.6.2014 Carrying amount of issued securities - traded on active markets 68,046 Bonds (in %) - fixed rated - floating rated 5.8.4. NLB d.d. 31.12.2013 % change 68,782 NLB Group 30.6.2014 31.12.2013 % change (1) 100.00 100.00 _________ _________ 100.00 100.00 ======== ======== 68,046 68,782 (1) 100.00 100.00 _________ _________ 100.00 100.00 ======== ======== Subordinated liabilities in thousand EUR NLB Group Currency Due date 30.6.2014 Carrying Nominal amount value Interest rate 31.12.2013 Carrying Nominal amount value % change Subordinated loans EUR EUR EUR 30.12.2014 6 months EURIBOR + 5.1% p.a. to 22.03.2014, thereafter 6 months EURIBOR + 8.5% p.a. 30.6.2018 6 months EURIBOR + 4.2% p.a. to 22.09.2013, thereafter 6 months EURIBOR + 6.3% p.a. 30.6.2020 6 months EURIBOR + 5.7% p.a. to 30.6.2015, thereafter 6 months EURIBOR + 7.7% p.a. TOTAL 5.8.5. 4,610 4,500 4,568 4,500 1 12,239 12,000 12,136 12,000 1 5,170 5,000 _________ _________ 21,874 21,500 ================== (1) 5,124 5,000 __________________ 21,973 21,500 ========= ========= 0 Other financial liabilities in thousand EUR NLB d.d. 30.6.2014 31.12.2013 % change Items in the course of payment Debit or credit card payables Accrued expenses Accrued salaries Suppliers Fees and commissions due Liabilities to brokerage firms and others for securities purchase Other financial liabilities TOTAL 30,738 13,614 14,796 13,580 10,622 4,628 7,049 8,784 3,949 10,486 37 815 1,047 8,945 8,655 ____________________ 76,136 61,609 ================== 9 (20) (62) (95) (100) 3 24 NLB Group 30.6.2014 31.12.2013 % change 39,867 23,735 15,457 14,644 16,457 10,207 9,714 9,975 7,046 13,027 92 838 1,047 13,726 13,136 ____________________ 102,359 86,609 ================== 68 6 61 (3) (46) (89) (100) 4 18 48 5.9. Provisions in thousand EUR Provisions for performance guarantees Provisions for financial guarantees Provisions for other credit commitments Employee benefit provisions Restructuring provisions Provision for legal issues Provisions for premiums from National Housing Saving Scheme Other provisions TOTAL NLB d.d. 30.6.2014 31.12.2013 % change NLB Group 30.6.2014 31.12.2013 % change 35,862 36,270 23,963 11,303 14,668 6,952 12,226 11,842 8,109 10,866 1,729 1,094 877 877 7,875 7,876 ________ ________ 105,309 87,080 ======= ======= 36,835 38,075 28,089 18,112 18,986 11,424 15,746 15,425 8,574 11,803 7,620 5,327 877 877 7,880 7,880 ________ ________ 124,607 108,923 ======= ======= (1) 3 (25) 58 (0) 21 (3) 55 66 2 (27) 43 14 5.10. Income tax relating to components of other comprehensive income in thousand EUR NLB d.d. 30.6.2014 30.6.2013 Tax Tax Before tax (expense)/ Net of tax Before tax (expense)/ Net of tax amount credit amount amount credit amount Available for sale financial assets Cash flow hedge TOTAL 42,767 (7,269) 35,498 (410) 70 (340) ________ ________ ________ 42,357 (7,199) 35,158 ======= ======= ======= (12,413) 775 ________ (11,638) ======= 1,331 (189) ________ 1,142 ======= (11,082) 586 ________ (10,496) ======= in thousand EUR NLB Group 30.6.2014 30.6.2013 Tax Tax Before tax (expense)/ Net of tax Before tax (expense)/ Net of tax amount credit amount amount credit amount Available for sale financial assets Cash flow hedge Effects of translation of foreign operations to presentation currency Share of associates and joint ventures TOTAL 42,294 (7,210) 35,084 (410) 70 (340) (982) (982) 4,530 (739) 3,791 ________ ________ ________ 45,432 (7,879) 37,553 ======= ======= ======= (13,013) 775 274 (1,745) ________ (13,709) ======= 1,352 (189) 307 ________ 1,470 ======= (11,661) 586 274 (1,438) ________ (12,239) ======= 49 5.11. Other liabilities in thousand EUR NLB d.d. 30.6.2014 31.12.2013 % change Taxes payable Deferred income Payments received in advance TOTAL 3,686 5,132 1,294 766 44 106 __________ __________ 5,024 6,004 ======== ======== NLB Group 30.6.2014 31.12.2013 % change (28) 69 (58) (16) 5,263 7,517 5,813 4,473 1,892 2,907 __________ __________ 12,968 14,897 ======== ======== (30) 30 (35) (13) 5.12. Book value per share The book value of a NLB d.d. share as at June 30, 2014 was EUR 58.2 (December 31, 2013: EUR 54.7) and on a consolidated level it was EUR 65.9 (December 31, 2013: EUR 62.4). It is calculated as the ratio of net assets book value and the number of shares. NLB d.d. and NLB Group don’t have any other equity instruments issued and treasury shares. 5.13. Capital adequacy ratio in thousand EUR NLB d.d. 30.6.2014 31.12.2013 OWN FUNDS TIER I CAPITAL COMMON EQUITY TIER 1 CAPITAL Capital instruments eligible as CET1 Capital Paid up capital instruments Share premium Other reserves Non-controlling interest Accumulated other comprehensive income Adjustments to CET1 due to prudential filters Goodwill Other intangible assets Deferred tax assets that rely on future profitability and do not arise from temporary differences net of associated tax liabilities DEDUCTIONS FROM TIER I AND TIER II CAPITAL (equity investments in banks and financial institutions) TIER 2 CAPITAL TOTAL RISK EXPOSURE AMOUNT Total risk weighted exposure amount for credit risk (standardised approach) Total risk weighted exposure amount for market risks Total risk weighted exposure amount for credit value adjustment risks Total risk weighted exposure amount for operational risks CAPITAL ADEQUACY RATIO (in %) TIER I RATIO (in %) CORE TIER I RATIO (in %) NLB Group 30.6.2014 31.12.2013 1,041,652 1,041,652 1,041,652 1,071,378 200,000 871,378 13,522 (644) (2,510) (39,061) 1,030,731 1,039,061 200,000 871,378 12,892 (233) (44,976) 1,177,877 1,177,877 1,177,877 1,071,378 200,000 871,378 161,726 (3,436) (3,016) (3,529) (44,494) 1,218,566 1,199,596 200,000 871,378 159,515 24,048 (672) (3,713) (50,960) (1,033) - (752) - 5,347,045 4,635,192 71,500 6,063 634,290 19.5% 19.5% 19.5% (18,259) 9,929 6,216,525 5,436,475 57,785 722,265 16.6% 16.6% 16.6% 7,489,223 6,287,821 181,801 6,063 1,013,538 15.7% 15.7% 15.7% (7,920) 26,890 8,005,380 6,593,705 249,107 1,162,568 15.2% 14.9% 14.9% Due to new Capital Requirements Directive (CRD IV) data is not comparable. 50 5.14. Off-balance sheet liabilities in thousand EUR Commitments to extend credit Performance guarantees Financial guarantees Letters of credit Other Provisions (note 5.9.) TOTAL NLB d.d. 30.6.2014 31.12.2013 % change NLB Group 30.6.2014 31.12.2013 % change 884,079 836,999 467,206 489,417 211,336 238,399 1,152 1,423 5,386 5,382 _________ _________ 1,569,159 1,571,620 6 (5) (11) (19) 0 1,007,310 952,473 524,799 548,944 370,616 399,403 14,252 17,699 15,683 15,692 _________ _________ 1,932,660 1,934,211 6 (4) (7) (19) (0) (74,493) (54,525) _________ _________ 1,494,666 1,517,095 ======== ======== 37 (83,910) (67,611) _________ _________ 1,848,750 1,866,600 ======== ======== 24 (0) (1) (0) (1) 5.15. Fair value hierarchy of financial and nonfinancial assets and liabilities Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The NLB Group uses various valuation techniques to determine fair value. IFRS 13 specifies a fair value hierarchy with respect to the inputs and assumptions used to measure financial and non-financial assets and liabilities at fair value. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the assumptions of NLB d.d. and the NLB Group. This hierarchy gives the highest priority to observable market data when available and the lowest priority to unobservable market data. The NLB Group considers relevant and observable market prices in its valuations where possible. The fair value hierarchy comprises the following levels: - - - Level 1 – Quoted prices (unadjusted) on active markets. This level includes listed equities, debt instruments, derivatives, units of investment funds and other unadjusted market prices of assets and liabilities. When an asset or liability may be exchanged on multiple active markets, the principal market for the asset or liability must be determined. In the absence of a principal market, the most advantageous market for the asset or liability must be determined. Level 2 – Valuation technique where inputs are observable, either directly (i.e. prices) or indirectly (i.e. derived from prices). Level 2 includes quoted prices for similar assets or liabilities on active markets and quoted prices for identical or similar assets and liabilities on markets that are not active. The sources of input parameters for financial instruments, such as yield curves, credit spreads, foreign exchange rates, and the volatility of interest rates and foreign exchange rates, are Reuters and Bloomberg. Level 3 – Valuation technique where inputs are not based on observable market data. Unobservable inputs are used to the extent that relevant observable inputs are not available. Unobservable inputs must reflect the assumptions that market participants would use when pricing an asset or liability. This level includes nontradable shares and bonds and derivatives associated with these investments and other assets and liabilities, for which fair value cannot be determined with observable market inputs. Where possible, fair value is determined as an observable market price on an active market for an identical asset or liability. An active market is a market on which transactions for an asset or liability are executed with sufficient frequency and volume to provide pricing information on an ongoing basis. Assets and liabilities measured at fair value on active markets are determined as the market price of a unit (e.g. share) at the measurement date, multiplied by the quantity of units owned by the NLB Group. The fair value of assets and liabilities whose market is not active is determined using valuation techniques. Valuation techniques bear a different intensity level of estimates and assumptions, depending on the availability of observable market inputs associated with the asset or liability that is the subject of valuation. Unobservable inputs shall reflect the estimates and assumptions that other market participants would use when pricing the asset or liability. 51 For non-financial assets measured at fair value and not classified within Level 1, fair value is determined based on valuation reports provided by certified valuators. Valuations are prepared in accordance with the International Valuation Standards (IVS). a) Financial and non-financial assets and liabilities, measured at fair value in the financial statements 30.6.2014 in thousand EUR NLB d.d. Financial assets Financial instruments held for trading Debt instruments Equity instruments Derivatives Derivatives - hedge accounting Financial assets designated at fair value through profit or loss Debt instruments Equity instruments Financial assets available for sale Debt instruments Equity instruments Financial liabilities Financial instruments held for trading Derivatives Derivatives - hedge accounting Financial liabilities designated at fair value through profit or loss Non-financial assets Investment property Non-current assets held for sale NLB Group Level 1 Level 2 Level 3 Total fair value Level 1 Level 2 Level 3 Total fair value 61,172 61,150 22 - 46,210 12,119 34,091 4,939 20,790 4,034 16,719 37 - 128,172 77,303 16,741 34,128 4,939 61,172 61,150 22 - 45,637 12,119 33,518 4,939 20,790 4,034 16,719 37 - 127,599 77,303 16,741 33,555 4,939 4,268 4,268 959,133 917,505 149,963 136,799 4,268 4,268 7,223 1,116,319 3,331 1,057,635 4,268 4,268 1,338,636 1,295,506 1,515 882 633 279,059 265,387 41,628 13,164 3,892 58,684 43,130 13,672 4,296 61,098 - 34,951 34,951 36,797 4,021 4,021 - 38,972 38,972 36,797 - 34,950 34,950 36,797 4,021 4,021 - 38,971 38,971 36,797 4,267 - - 4,267 4,267 - - 4,267 - 1,458 2,839 - 1,458 2,839 - 40,879 7,350 - 40,879 7,350 5,783 882 4,901 7,627 1,625,322 3,331 1,564,224 31.12.2013 in thousand EUR NLB d.d. NLB Group Total fair value Level 1 Level 2 47,915 47,649 266 3,801 3,801 1,561,557 1,488,938 72,619 35,525 3,655 31,870 5,426 2,814 895 1,919 105,273 104,837 436 Level 1 Level 2 Level 3 Financial assets Financial instruments held for trading 47,915 Debt instruments 47,649 Equity instruments 266 Derivatives Derivatives - hedge accounting Financial assets designated at fair value through profit or loss3,801 Debt instruments Equity instruments 3,801 Financial assets available for sale 1,131,068 Debt instruments 1,059,986 Equity instruments 71,082 Financial liabilities 35,969 3,655 32,314 5,426 16,531 16,531 - 20,895 104,779 4,058 55,362 16,719 16,985 118 32,432 5,426 3,801 3,801 7,813 1,155,412 3,573 1,080,090 4,240 75,322 Financial instruments held for trading Derivatives Derivatives - hedge accounting Financial liabilities designated at fair value through profit or loss Non-financial assets Investment property Non-current assets held for sale Level 3 Total fair value 20,895 104,335 4,058 55,362 16,719 16,985 118 31,988 5,426 6,615 895 5,720 8,287 1,675,117 3,573 1,597,348 4,714 77,769 - 30,148 30,148 36,519 3,916 3,916 - 34,064 34,064 36,519 - 30,147 30,147 36,519 3,916 3,916 - 34,063 34,063 36,519 3,800 - - 3,800 3,800 - - 3,800 - 1,458 2,327 - 1,458 2,327 - 34,844 7,101 10,481 34,844 17,582 52 b) Significant transfers of financial instruments between levels of valuation The NLB Group’s policy of transfers of financial instruments between levels of valuation is illustrated in the table below. Fair value hierarchy 1 Equities market value from exchange market Equity stake Funds regular valuation by fund management company 2 3 valuation model Transfers valuation model Debt securities market value from exchange market valuation model Derivatives Currency Equities valuation model (underlying instrument in level 1) valuation model (underlying instrument in level 3) valuation model other from 1 to 3 level equity excluded from exchange market from 1 to 3 level fund management stops publishing regular valuation from 1 to 2 level debt securities excluded from exchange market from 2 to 3 level underlying instrument excluded from exchange market from 1 to 3 level companies in insolvency proceedings from 3 to 1level fund management starts publishing regular valuation from 1 to 2 level debt securities not liquid (no trading for 6 months) from 3 to 2 level underlying instrument included into exchange market from 1 to 2 level signing binding agreement to sale the equity from 1 to 3 and from 2 to 3 level companies in insolvency proceedings from 3 to 1 level equity included into exchange market from 2 to 1 and from 3 to 1 level start trading with debt securities on exchange market Interest valuation model valuation model from 3 to 2 level until valuation parameters are confirmed on ALCO (at least on quarterly basis) 30.6.2014 in thousand EUR NLB d.d. and NLB Group Level 2 Level 1 Financial assets Financial instruments held for trading - debt instruments Financial assets available for sale - equity instruments from to from to Level 3 from - 1,248 (1,248) - - - (10,594) - - 10,594 - - 30.6.2013 in thousand EUR NLB d.d. and NLB Group Level 2 Level 1 Financial assets Financial instruments held for trading - debt instruments to from to - from - to - 1,588 Level 3 from (1,588) to - 53 c) Financial and non-financial assets and liabilities in 2nd level regarding the fair value hierarchy Financial instruments in Level 2 of the fair value hierarchy at NLB d.d. and the NLB Group include: - debt securities: government bonds not quoted on active markets; - equities: investment funds; and - derivatives: derivatives except forward derivatives and options on equity instruments that are not quoted on active markets. The majority of financial assets classified in Level 2 are debt instruments available for sale (December 31, 2013: bonds and derivatives held for trading). When valuing bonds classified in Level 2, the NLB Group primarily uses the income approach based on an estimation of future cash flows discounted to present value. The input parameters used in the income approach are the risk free yield curve and the spread over the yield curve (credit, liquidity, country). Fair values for derivatives are determined using a discounted cash flow model based on the risk-free yield curve. Fair values for options are determined using valuation models for options (Garman and Kohlhagen model, binomial model and Black-Scholes model). At least three valuation methods are used for the valuation of investment property. The majority of investment property is valued using the income approach, where the present value of future expected returns is assessed. When valuing investment property, average rents at similar locations and capitalization ratios, such as the risk-free yield, risk premium, liquidity premium, risk premium to account for the management of the investment and risk premium to account for capital preservation are used. Rents at similar locations are generated from various sources, such as data from lessors and lessees, web databases and own databases. The NLB Group has observable data for all investment property at its disposal. If observable data for similar locations is not available, the NLB Group uses data from wider locations and appropriately adjusts such data. Non-current assets held for sale represent equity investments and property, plant and equipment that are measured at fair value less costs to sell, because it is lower than the previous carrying amount of those assets. d) Financial and non-financial assets and liabilities in Level 3 of the fair value hierarchy Financial instruments in Level 3 of the fair value hierarchy in NLB d.d. and NLB Group include: - debt securities: structured debt securities from inactive emerging markets; and - equities: mainly Slovenian corporate and financial equities that are not quoted on active markets; - derivative financial instruments: forward derivatives and options on equity instruments that are not quoted on an active organized market. Fair values for forward derivatives are determined using the discounted cash flow model. Fair values for equity options are determined using valuation models for options (Garman and Kohlhagen model, binomial model and Black-Scholes model). Unobservable inputs include the fair values of underlying instruments determined using valuation models. The source of observable market inputs is the Reuters information system. The majority of financial assets classified in Level 3 are shares and ownership interests in companies and financial entities. The NLB Group uses three valuation methods for the valuation of equity financial assets: the income approach, market approach and cost approach. The most commonly used valuation technique is the income approach. The income approach is based on an estimation of future cash flows discounted to present value. Estimations of the cash flows that an entity will be able to generate in the future are crucial for future cash flows. The NLB Group makes projections of income statements and statements of financial position from which it derives cash flow projections for a longer period. The key variables that affect the amount of cash flows, and thus the estimated fair value of the financial asset, also include an assumption regarding the long-term EBITDA margin. A discount rate that is appropriate for the risks associated with the realization of these benefits is used to discount cash flows. The discount rate is determined as the weighted average cost of capital. A forecast of future cash flows and a calculation of the weighted average cost of capital is prepared for an accurate forecasting period (usually 10 years from the date of the prediction value), and for a period following the period of accurate forecasting. Assumptions of long-term stable growth in the amount of 2.5% are used for the period following the period of accurate forecasting. NLB Group can select values of unobservable input data in a reasonable possible range, but uses those input data that other market participants would use. 54 The following assumptions have been used when valuing available-for-sale financial assets and financial assets held for trading classified in level 3: 30.6.2014 31.12.2013 Available for sale financial assets Long term weighted average cost of capital EBITDA margin Long term free cash flow growth 6,8 %-12,7 % 6,7 %-22 % 2,5 % 6,8 %-12,7 % 6,7 %-22 % 2,5 % Financial assets held for trading Long term weighted average cost of capital EBITDA margin Long term free cash flow growth 6,8 %-12,7 % 6,7 %-22 % 2,5 % 6,8 %-12,7 % 6,7 %-22 % 2,5 % When valuing derivatives in Level 3, the value of underlying instruments and the risk-free yield curve have been used in the valuation approach. Sensitivity to valuation Sensitivity to the valuation assumptions disclosed in the table below is illustrated by how much the fair value of financial instruments in Level 3 would increase or decrease if management had used reasonably possible alternative valuation assumptions that were not based on observable market data. Presentation of the sensitivity to valuation based on the discounted cash flow model includes a range of estimated values of the extent of the increase or decrease of the assumptions used in amount of 10% of the value applied. Free cash flow method in thousand EUR 30.6.2014 10% -10% 31.12.2013 10% -10% Available for sale financial assets Long term weighted average cost of capital EBITDA margin Long term free cash flow growth (150) 337 46 142 (336) (43) (164) 372 196 162 (366) (45) Financial assets held for trading Long term weighted average cost of capital EBITDA margin Long term free cash flow growth (1,151) 1,966 359 1,503 (1,966) (336) (1,151) 1,966 359 1,503 (1,966) (336) Movements of financial assets and liabilities in Level 3 in thousand EUR NLB d.d. Balance at January 1, 2014 Valuation: - through profit or loss - recognized in other comprehensive income Exchange differences Purchases Sales, issues and settlements Balance at June 30, 2014 Financial assets available Financial assets held for trading for sale Debt Equity Debt Equity Derivatives instruments instruments instruments instruments 4,058 16,719 118 3,573 2 (81) 15 36 120 196 (182) (453) _________ _________ _________ _________ 4,034 16,719 37 3,331 ========= ================== ========= 4,240 Total financial assets Financial liabilities held for trading Derivatives 28,708 3,916 (79) 105 (2) 13 36 316 (346) (981) _________ _________ _________ 3,892 28,013 4,021 ================== ========= 55 in thousand EUR Financial assets held for trading Debt Equity instruments instruments NLB d.d. Balance at January 1, 2013 Valuation: - through profit or loss - recognized in other comprehensive income Exchange differences Purchases Transfer out of level 3 2,323 17,574 85 6 (1,588) _________ _________ 826 17,574 ========= ========= Balance at June 30, 2013 Financial assets available for sale Equity instruments 14,751 Total financial assets Financial liabilities held for trading Derivatives 34,648 4,153 (542) (457) 778 (1,622) (1,622) 6 513 513 (103) (1,691) _________ _________ _________ 12,997 31,397 4,931 ================== ========= in thousand EUR NLB Group Balance at January 1, 2014 Valuation: - through profit or loss - recognized in other comprehensive income Exchange differences Purchases Sales, issues and settlements Transfer out of level 3 Balance at June 30, 2014 Financial assets available Financial assets held for trading for sale Debt Equity Debt Equity Derivatives instruments instruments instruments instruments 4,058 16,719 118 3,573 2 (81) 15 36 120 196 (182) (453) _________ _________ _________ _________ 4,034 16,719 37 3,331 ========= ================== ========= 4,714 Total financial assets Financial liabilities held for trading Derivatives 29,182 3,916 (79) 105 (3) 12 36 316 (357) (992) (58) (58) _________ _________ _________ 4,296 28,417 4,021 ================== ========= in thousand EUR NLB Group Balance at January 1, 2013 Effects of translation of foreign operations to presentation currency Valuation: - through profit or loss - recognized in other comprehensive income Exchange differences Purchases Transfers into level 3 Transfer out of level 3 Balance at June 30, 2013 Financial assets held for trading Debt Equity instruments instruments 2,323 - 17,574 - 85 6 (1,588) _________ _________ 826 17,574 ========= ========= Financial assets available for sale Equity instruments 15,193 (4) Total financial assets Financial liabilities held for trading Derivatives 35,090 (4) 4,153 - (542) (457) 778 (1,621) (1,621) 6 513 513 383 383 (139) (1,727) _________ _________ _________ 13,783 32,183 4,931 ================== ========= NLB d.d. and the NLB Group recognize effects from the valuation of trading instruments in the income statement item Gains less losses from financial assets and liabilities not classified at fair value through profit or loss and exchange differences recognized in the income statement item Foreign exchange translation gains less losses. Effects from the valuation of available-for-sale financial assets are recognized in the income statement item Impairment charge and in the other comprehensive income item Available-for-sale financial assets. 56 In six months 2014 and 2013 the NLB d.d. and the NLB Group recognized the following unrealized gains or losses for financial instruments that are in level 3 as at June 30, 2014 and June 30, 2013: in thousand EUR 30.6.2014 NLB d.d. Available for sale financial assets Trading assets Items of Income statement Gains less losses from financial assets and liabilities held for trading Impairment charge Foreign exchange translation gains less losses Item of Other comprehensive income Available for sale financial assets Trading liabilities NLB Group Available for sale financial assets Trading assets Trading liabilities (79) 10 - (105) - (79) 10 (56) - (105) - - - - - 2 - in thousand EUR 30.6.2013 NLB d.d. Available for sale financial assets Trading assets Trading liabilities NLB Group Available for sale financial assets Trading assets Trading liabilities Items of Income statement Gains less losses from financial assets and liabilities held for trading Impairment charge Foreign exchange translation gains less losses 2 6 (542) - (778) - 2 6 (542) - (778) - Item of Other comprehensive income Available for sale financial assets - (1,622) - - (1,573) - e) Fair value of financial instruments not measured at fair value in financial statements in thousand EUR NLB d.d. 30.6.2014 31.12.2013 Carrying Carrying value Fair value value Fair value NLB Group 30.6.2014 31.12.2013 Carrying Carrying value Fair value value Fair value Loans and advances - debt securities - loans and advances to banks - loans and advances to customers - loans to government - loans to financial organizations - loans to individuals - loans to other customers - other financial assets Held-to-maturity investments 717,822 502,833 5,260,276 341,954 659,928 1,871,468 2,386,926 42,837 832,992 700,475 510,045 5,135,696 371,855 688,312 1,879,483 2,196,046 42,837 889,437 702,791 376,439 5,426,129 353,339 655,236 1,858,175 2,559,379 41,337 864,259 677,833 383,245 5,339,782 379,734 698,083 1,852,633 2,409,332 41,337 882,573 717,822 700,475 747,687 744,115 6,896,394 6,745,290 472,774 499,421 192,968 199,457 2,752,218 2,778,188 3,478,434 3,268,224 56,691 56,691 832,992 832,992 702,791 532,533 7,041,430 479,420 169,421 2,716,082 3,676,507 63,919 864,259 677,833 555,905 6,906,445 478,803 176,472 2,731,964 3,519,206 63,919 882,573 Financial liabilities measured at amortized cost - deposits from banks - borrowings from banks - due to customers - borrowings from other customers - debt securities in issue - subordinated liabilities - other financial liabilities 76,054 772,773 6,202,883 34,474 68,046 76,136 75,111 751,746 6,223,936 34,276 66,375 76,136 74,234 995,133 5,743,673 36,284 68,782 61,609 73,260 940,863 5,759,602 34,859 64,305 61,609 40,074 40,014 874,697 854,450 8,750,000 8,803,439 148,395 150,342 68,046 66,375 21,973 19,934 102,359 102,359 37,425 1,119,602 8,257,077 162,309 68,782 21,874 86,609 36,340 1,063,486 8,320,225 162,512 64,305 20,686 86,609 Loans and advances to banks The estimated fair value of deposits is based on discounted cash flows using prevailing money market interest rates for debts with similar credit risk and residual maturities. The fair value of overnight deposits equals their carrying value. 57 Loans and advances to customers Loans and advances are net of the allowance for impairment. The estimated fair value of loans and advances represents the discounted amount of estimated future cash flows expected to be received. Expected cash flows are discounted at current market rates to determine their fair value. Deposits and borrowings The fair value of sight deposits and overnight deposits is equal to their carrying value. However, their actual value for the NLB Group depends on timing and amounts of cash flows, current market rates and the credit risk of the depository institution itself. A portion of sight deposits is stable, similar to term deposits. Therefore, their economic value for the NLB Group differs from the carrying amount. The estimated fair value of other deposits and borrowings from customers is based on discounted cash flows using interest rates for new deposits with similar residual maturities. Held to maturity financial assets and issued debt securities The fair value of held to maturity financial assets and issued debt securities is based on their quoted market price or value calculated by using a discounted cash flow method and prevailing money market interest rates. Loan commitments For credit facilities that are drawn soon after the NLB Group grants the loans (drawn at market rates) and loan commitments to those clients that are not impaired, the fair value is close to zero. For loan commitments to clients, that are impaired, the fair value represents the amount of the created provisions. Other financial assets and liabilities The carrying amount of other financial assets and liabilities is a reasonable approximation of their fair value, as they relate mainly to short-term receivable and payables. Fair value hierarchy of financial instruments not measured at fair value in financial statements in thousand EUR 30.6.2014 Loans and advances - debt securities - loans and advances to banks - loans and advances to customers - loans to government - loans to financial organizations - loans to individuals - loans to other customers - other financial assets Held-to-maturity investments Financial liabilities measured at amortized cost - deposits from banks - borrowings from banks - due to customers - borrowings from other customers - debt securities in issue - subordinated liabilities - other financial liabilities NLB d.d. NLB Group Level 3 Total fair value Level 1 Level 2 Level 3 Total fair value Level 1 Level 2 - 700,475 510,045 5,135,696 371,855 688,312 1,879,483 2,196,046 42,837 889,437 700,475 510,045 - 5,135,696 371,855 688,312 - 1,879,483 - 2,196,046 42,837 889,437 - 700,475 744,115 6,745,290 499,421 199,457 2,778,188 3,268,224 56,691 832,992 - 700,475 744,115 6,745,290 499,421 199,457 2,778,188 3,268,224 56,691 832,992 66,375 - 75,111 751,746 6,223,936 34,276 76,136 75,111 751,746 - 6,223,936 34,276 66,375 76,136 66,375 - 40,014 854,450 8,803,439 150,342 19,934 102,359 - 40,014 854,450 8,803,439 150,342 66,375 19,934 102,359 58 in thousand EUR 31.12.2013 NLB d.d. Financial liabilities measured at amortized cost - deposits from banks - borrowings from banks - due to customers - borrowings from other customers - debt securities in issue - subordinated liabilities - other financial liabilities Total fair value Level 1 Level 2 Level 3 Total fair value 677,833 383,245 5,339,782 379,734 698,083 1,852,633 2,409,332 41,337 882,573 677,833 383,245 - 5,339,782 379,734 698,083 - 1,852,633 - 2,409,332 41,337 882,573 - 677,833 555,905 6,906,445 478,803 176,472 2,731,964 3,519,206 63,919 882,573 - 677,833 555,905 6,906,445 478,803 176,472 2,731,964 3,519,206 63,919 882,573 73,260 940,863 5,759,602 34,859 61,609 73,260 940,863 - 5,759,602 34,859 64,305 61,609 64,305 - 36,340 1,063,486 8,320,225 162,512 20,686 86,609 - 36,340 1,063,486 8,320,225 162,512 64,305 20,686 86,609 Level 1 Level 2 - 64,305 - Loans and advances - debt securities - loans and advances to banks - loans and advances to customers - loans to government - loans to financial organizations - loans to individuals - loans to other customers - other financial assets Held-to-maturity investments NLB Group Level 3 5.16. Offsetting financial assets and financial liabilities NLB Group entered into foreign exchange netting arrangements with certain banks and companies. Cash flows from all FX derivatives with counterparties that are due on the same day are settled on a net basis, i.e. a single cash flow for each currency. Assets and liabilities related to these FX netting arrangements are not presented in a net amount in the statement of financial position, as netting rules apply to cash flows and not to an instrument as a whole. In accordance with the European Market Infrastructure Regulation (EMIR), the NLB Group also novated certain standardized derivative financial instruments to a central counterparty in 2013. A system of daily margins assures the mitigation and collateralization of exposures, as well as the daily settlement of cash flows for each currency. 30.6.2014 in thousand EUR NLB d.d. FINANCIAL ASSETS/LIABILITIES Amounts not set off in the statement of financial position Gross amounts of recognised financial assets/liabilities Net amounts of financial assets/liabilities presented in the statement of financial position Gross amounts set off in the statement of financial position Impact of master netting agreements Financial instruments collateral Net amount Derivatives - assets 30,811 - 30,811 11,724 3,625 15,462 Derivatives - liabilities 48,713 - 48,713 11,724 19,907 17,082 59 31.12.2013 in thousand EUR NLB d.d. FINANCIAL ASSETS/LIABILITIES Amounts not set off on the statement of financial position Gross amounts of recognised financial assets/liabilities Net amounts of financial assets/liabilities presented in the statement of financial position Gross amounts set off in the statement of financial position Impact of master netting agreements Financial instruments collateral Net amount Derivatives - assets 14,712 - 14,712 1,305 - 13,407 Derivatives - liabilities 28,596 - 28,596 - 1,152 27,444 30.6.2014 in thousand EUR NLB Group FINANCIAL ASSETS/LIABILITIES Amounts not set off on the statement of financial position Gross amounts of recognised financial assets/liabilities Net amounts of financial assets/liabilities presented in the statement of financial position Gross amounts set off in the statement of financial position Impact of master netting agreements Financial instruments collateral Net amount Derivatives - assets 30,230 - 30,230 11,724 3,625 14,881 Derivatives - liabilities 48,713 - 48,713 11,724 19,907 17,082 31.12.2013 in thousand EUR NLB Group FINANCIAL ASSETS/LIABILITIES Amounts not set off on the statement of financial position Gross amounts of recognised financial assets/liabilities Net amounts of financial assets/liabilities presented in the statement of financial position Gross amounts set off in the statement of financial position Impact of master netting agreements Financial instruments collateral Net amount Derivatives - assets 14,212 - 14,212 1,305 - 12,907 Derivatives - liabilities 28,596 - 28,596 - 1,152 27,444 60 6. EVENTS AFTER THE END OF THE REPORTING PERIOD At July 3, 2014 NLB d.d. successfully completed issue of three year unsecured bond with nominal value EUR 300,000 thousand and annual coupon 2.875% on the international capital markets. The bond, which was awarded international ratings BB-/BB- by rating agencies Fitch and Standard & Poors, is listed on Luxemburg Stock Exchange. 61 7. OTHER DISCLOSURES 7.1. Related-party transactions The volumes of related party transactions and the outstanding balances: in thousand EUR NLB d.d. and NLB Group Management Board and other Key management personnel Family members of the Management Board and other Key management personnel 30.6.2014 30.6.2014 31.12.2013 Companies in which members of Management board, Key management personnel or their family members have the control, joint control or significant influence 31.12.2013 30.6.2014 31.12.2013 Supervisory Board 30.6.2014 31.12.2013 Loans and deposits issued 2,307 2,604 486 638 527 588 45 48 Loans and deposits received 2,199 2,942 1,162 1,268 164 221 124 66 - 4 - - - - - - 324 367 132 171 42 41 15 3 Other financial assets 2 - 2 - - - - - Other financial liabilities 7 - - - - - - - Debt securities in issue Guarantees issued and commitments to extended credit six months ended June June 2014 2013 Interest income Interest expenses Fee income 30 (25) 7 six months ended June June 2014 2013 34 (38) 8 8 (8) 3 six months ended June June 2014 2013 11 (19) 4 six months ended June June 2014 2013 7 3 9 2 1 (1) - (2) 1 in thousand EUR NLB d.d. Shareholders with significant influence Ultimate parent 30.6.2014 NLB Group 31.12.2013 30.6.2014 Shareholders with significant influence Ultimate parent 31.12.2013 30.6.2014 31.12.2013 30.6.2014 31.12.2013 Loans and deposits issued 212,505 212,343 - - 221,146 221,565 - - Loans and deposits received 171,121 7 - - 171,121 7 - - 1,117,961 1,427,322 - - 1,178,957 1,500,631 - - 1 1 - - 306 339 - - 54 61 - - 54 61 - - 910 915 - - 910 915 - - Investments in securities Other financial assets Other financial liabilities Guarantees issued and commitments to extended credit six months ended June June 2014 2013 Interest and dividend income Interest expenses Fee income Other income Other expenses 26,184 (221) 25 2 (30) 25,323 (5,725) 24 94 (24) six months ended June June 2014 2013 - (166) 3 - six months ended June June 2014 2013 26,706 (221) 25 2 (30) 25,482 (5,725) 24 94 (24) six months ended June June 2014 2013 - (171) 3 - 62 NLB d.d. discloses all transactions with the ultimate controlling party. For transactions with other governmentrelated entities, the NLB Group discloses individually significant transactions and the characteristics thereof. in thousand EUR NLB d.d. Total amount of significant transactions 1.1.-30.6. 1.1.-31.12. 2014 2013 Number of significant transactions 1.1.-30.6. 1.1.-31.12. 2014 2013 Loans 451,527 581,359 4 7 Debt securities classified as loans and advances 717,822 702,791 2 2 Debt securities 51,127 51,800 1 1 Deposits 46,499 40,063 1 1 266,414 389,747 5 7 40,004 49,966 1 1 Borrowings Commitments to extend credit six months ended June June 2014 2013 Interest income from loans Effects from net interest income and net valuation from debt securities classified as loans and receivables Interest income from debt securities Interest expense from deposits Interest expense from borrowings Interest income from commitments to extend credit 2,161 1,778 17,811 (1,973) 857 854 - (805) (2,240) (3,170) 120 - 63 in thousand EUR NLB d.d. Subsidiaries Associates Joint ventures 30.6.2014 31.12.2013 30.6.2014 31.12.2013 30.6.2014 31.12.2013 715,075 752,756 5,749 16,519 49,222 46,014 53,272 62,034 5,605 10,362 2,105 5,167 Investment in securities - - 503 490 - - Debt securities in issue - - 580 569 - - 566 5,177 499 7,573 - 30 12,390 - - 228 556 322 456 3 215 3,606 3,691 242 992 40 53 16,191 40,318 2,095 2,002 8,476 3,725 1,295 2,000 900 900 - - Loans and deposits issued Loans and deposits received Derivatives Fair value Contractual amount Other financial assets Other financial liabilities Guarantees issued, commitments to extended credit Received loan commitments and financial guarantees Interest and dividend income Interest expenses Fee income Fee expenses Other income Other expenses six months ended June June six months ended June June six months ended June June 2014 2014 2014 12,736 (94) 1,480 (55) 2,478 (2,166) 2013 17,101 (231) 965 (55) 166 (2,259) 214 (48) 150 (4,113) 1,601 (504) 2013 2,629 (304) 200 (3,855) 1,741 (347) 1,357 (21) 1,437 (620) 204 (60) 2013 1,088 (144) 1,138 (600) 256 - 64 in thousand EUR NLB Group Associates Joint ventures 30.6.2014 31.12.2013 30.6.2014 31.12.2013 Loans and deposits issued 5,749 24,613 129,361 138,361 Loans and deposits received 5,605 12,260 15,268 6,548 Investments in securities 503 490 - - Debt securities in issue 580 569 - - - 30 12,390 - - Other financial assets 322 456 4 220 Other financial liabilities 242 992 1,803 53 2,095 2,002 27,432 14,867 900 900 - - Derivatives Fair value Contractual amount Guarantees issued, commitments to extended credit Received loan commitments and financial guarantees Interest and dividend income Interest expenses Fee income Fee expenses Other income Other expenses six months ended June June six months ended June June 2014 2014 250 (48) 150 (4,113) 1,601 (504) 2013 2,629 (367) 200 (3,855) 1,741 (347) 3,833 (44) 1,490 (620) 204 (60) 2013 3,943 (163) 1,199 (600) 256 - 65 Key management compensation in thousand EUR NLB d.d. and NLB Group Other Key management personnel six months ended June June 2014 2013 Management Board six months ended June June 2014 2013 Short-term benefits Costs refunds Long-term bonuses: Post employment benefits Jubilee bonuses TOTAL 367 4 248 3 2,524 73 3,142 86 _________ 371 ======== 2 _________ 253 ======== 4 1 _________ 2,602 ======== 59 1 _________ 3,288 ======== Short-term benefits include: - Monetary benefits (gross salaries, supplementary insurance, holiday bonus, other bonus); and - Non-monetary benefits (company cars, health care, apartments, etc.). The reimbursement of cost comprises food allowances and travel expenses. Post-employment benefits include additional pension insurance and annuity savings. 7.2. Analysis by segment a) Segments six months ended, June 30, 2014 in thousand EUR NLB Group Total net income Net income from external customers Intersegment net income Net interest income Net interest income from external customers Intersegment net interest income Administrative expenses Depreciation and amortization Reportable segment profit/(loss) before impairment and provision charge Share of profits of associates and joint ventures Impairment and provisions charge (Loss)/profit before income tax Non-controlling interests Owners of the parent Income tax Profit for the period 30.6.2014 Reportable segment assets Investments in associates and joint ventures Reportable segment liabilities Corporate banking in Slovenia Retail banking in Slovenia Financial markets in Slovenia Foreign strategic markets Non-strategic markets and activities Other activities Total Unallocated 44,911 61,662 (16,751) 21,645 38,756 (17,111) (25,876) (3,366) 67,200 47,522 19,678 41,161 17,865 23,296 (40,987) (6,536) 63,050 34,971 28,079 49,572 34,102 15,470 (9,543) (1,122) 68,169 71,460 (3,291) 49,967 53,889 (3,922) (39,181) (4,109) 13,157 38,088 (24,931) (62) 17,671 (17,733) (15,036) (2,274) (2,808) (2,808) (4,147) (841) - 253,679 250,895 2,784 162,283 162,283 (134,770) (18,248) 15,669 (49,212) (33,543) (33,543) - 19,677 1,016 (6,774) 13,919 13,919 - 52,385 9,847 62,232 62,232 - 24,879 (16,400) 8,479 1,347 7,132 - (4,153) (2,941) (7,094) (7,094) - (7,796) (492) (8,288) (8,288) - - 100,661 1,016 (65,972) 35,705 1,347 34,358 (344) 35,361 2,274,479 1,475,411 2,005,247 33,092 4,470,004 3,524,251 1,944,490 3,253,215 2,805,338 1,117,018 150,650 19,498 37,281 (344) - 12,193,708 33,092 - 10,883,174 The methodology changed in 2013 as regards the display of medium and small enterprises and sole traders in the NLB d.d.; the new display is within the segment Corporate banking in Slovenia and no longer within the segment Retail Banking in Slovenia. In addition, the changed methodology of internal transfer prices was implemented in NLB d.d., which had an impact to the result of NLB d.d. segments. The segmental analysis of NLB Group for the first half year 2013 is adapted to both changes. 66 six months ended, June 30, 2013 in thousand EUR NLB Group Total net income Net income from external customers Intersegment net income Net interest income Net interest income from external customers Intersegment net interest income Administrative expenses Depreciation and amortization Reportable segment profit/(loss) before impairment and provision charge Share of profits/(losses) of associates and joint ventures Impairment and provisions charge (Loss)/profit before income tax Non-controlling interests Owners of the parent Income tax Loss for the period 31.12.2013 Reportable segment assets Investments in associates and joint ventures Reportable segment liabilities Additions to non-current assets Corporate banking in Slovenia Retail banking in Slovenia Financial markets in Slovenia Foreign strategic markets Non-strategic markets and activities Other activities Total Unallocated 41,692 73,635 (31,943) 18,766 50,707 (31,941) (21,859) (2,790) 64,220 31,366 32,854 34,513 865 33,648 (52,732) (8,485) 34,608 1,396 33,212 28,613 (4,649) 33,262 (9,706) (1,122) 69,715 73,604 (3,889) 50,049 54,147 (4,098) (38,748) (6,952) (5,541) 21,792 (27,333) 1,764 32,548 (30,784) (18,432) (2,906) (2,437) (2,350) (87) (93) (6) (87) (839) (180) - 202,257 199,443 2,814 133,612 133,612 (142,316) (22,435) 17,043 (76,250) (59,207) (59,207) - 3,003 1,782 (9,109) (4,324) (4,324) - 23,780 (408) 23,372 23,372 - 24,016 (22,316) 1,700 1,139 561 - (26,880) (4,168) (36,941) (67,989) (1) (67,988) - (3,456) 7 (3,449) (3,449) - - 37,506 (2,386) (145,017) (109,897) 1,138 (111,035) 19,859 (90,038) 2,410,963 1,087,466 2,969 2,018,580 28,284 4,566,571 9,764 3,554,144 2,575,176 655 3,265,290 2,800,601 9,617 1,184,788 146,461 7,314 28,085 42,862 - 19,859 - 12,461,850 28,284 - 11,219,137 30,319 b) Geographical information in thousand EUR NLB Group Revenues six months ended June June 2014 2013 Net income six months ended June June 2014 2013 Non-current assets 30.6.2014 31.12.2013 Total assets 30.6.2014 31.12.2013 Slovenia South East Europe Macedonia Serbia Montenegro Croatia Bosnia and Herzegovina Bulgaria Kosovo Western Europe Germany Switzerland Czech Republic 231,483 115,922 37,890 12,086 15,806 771 33,769 15,600 284 13 271 _________- 260,087 119,898 36,219 12,907 22,173 887 32,346 1 15,365 3,442 117 3,325 323 _________ 175,956 74,123 24,540 7,266 8,551 976 23,306 (10) 9,494 761 31 730 55 _________ 130,058 76,838 22,605 8,170 14,315 1,356 21,607 8,785 2,907 44 2,863 (10,360) _________ 228,908 121,901 35,090 30,982 11,297 2,848 27,096 1 14,587 373 312 61 _________- 232,319 123,679 35,300 32,214 11,841 3,611 27,764 1 12,948 435 330 105 _________- 8,752,757 3,357,384 971,668 367,396 500,924 42,343 1,018,920 356 455,777 109,672 4,481 105,191 6,987 _________ 8,987,307 3,378,985 962,598 387,321 498,806 47,461 1,016,479 897 465,423 116,708 6,398 110,310 7,134 _________ TOTAL 347,689 ======== 383,750 ======== 250,895 ======== 199,443 ======== 351,182 ======== 356,433 ======== 12,226,800 ======== 12,490,134 ======== Geographical analysis includes a breakdown by geographical segments with respect to the country in which individual NLB Group entities are located. 67 7.3. Subsidiaries The NLB Group’s subsidiaries as at June 30, 2014 are: Nature of Business Country of Incorporation Finance Republic of Germany Trade Republic of Croatia NLB Tutunska Banka a.d., Skopje Banking Republic of Macedonia NLB Montenegrobanka a.d., Podgorica Banking Republic of Montenegro NLB banka a.d., Beograd Banking Finance NLB Banka d.d., Tuzla Banking NLB Razvojna banka a.d., Banja Luka NLB’s NLB Group’s shareholding shareholding % % 100 100 - 100 86.97 86.97 98 98 Republic of Serbia 100 100 Republic of Serbia - 100 Republic of Bosnia and Herzegovina 96.30 96.30 Banking Republic of Bosnia and Herzegovina 99.85 99.85 NLB Prishtina sh.a., Priština Banking Republic of Kosovo 81.21 81.21 NLB Leasing d.o.o., Ljubljana Finance Republic of Slovenia 100 100 Finance Finance Property Republic of Bulgaria Republic of Croatia Republic of Croatia - 100 99.97 100 NLB Leasing Podgorica d.o.o., Podgorica Finance Republic of Montenegro 100 100 NLB Leasing d.o.o., Beograd Finance Republic of Serbia 100 100 NLB Leasing d.o.o., Sarajevo Finance Republic of Bosnia and Herzegovina 100 100 NLB Lizing d.o.o.e.l., Skopje Finance Republic of Macedonia 100 100 NLB InterFinanz AG, Zürich 100 100 - 100 100 LHB AG, Frankfurt LHB Trade d.o.o. - v likvidaciji, Zagreb Convest a.d., Novi Sad NLB Leasing Sofija E.o.o.d., Sofija Optima Leasing d.o.o., Zagreb OL Nekretnine d.o.o., Zagreb Finance Sw itzerland NLB InterFinanz Praha s.r.o., Praga NLB InterFinanz d.o.o., Beograd Finance Finance Czech Republic Republic of Serbia NLB Factoring a.s. - "v likvidaci", Ostrava Finance Czech Republic 100 100 NLB Skladi d.o.o., Ljubljana Finance Republic of Slovenia 100 100 Plan d.o.o., Banja Luka Architecture services Republic of Bosnia and Herzegovina 39.14 88.14 NLB Nov penziski fond a.d., Skopje Insurance Republic of Macedonia 51 100 NLB Crna gora d.o.o., Podgorica Property Republic of Montenegro 100 100 FIN-DO d.o.o., Dom žale Property Republic of Slovenia 100 100 NLB Propria d.o.o., Ljubljana Property Republic of Slovenia 100 100 NLB Srbija d.o.o., Beograd Property Republic of Serbia 100 100 CBS Invest d.o.o., Sarajevo Property Republic of Bosnia and Herzegovina 100 100 Prospera plus d.o.o., Ljubljana Tourist and Republic of Slovenia catering trade 100 100 68 The NLB Group’s subsidiaries as at December 31, 2013 are: Nature of Business Country of Incorporation Finance Republic of Germany Trade Republic of Croatia NLB Tutunska Banka a.d., Skopje Banking NLB Montenegrobanka a.d., Podgorica NLB banka a.d., Beograd NLB’s NLB Group’s shareholding shareholding % % 100 100 - 100 Republic of Macedonia 86.97 86.97 Banking Republic of Montenegro 97.40 97.40 Banking Republic of Serbia 100 100 Trade Finance Republic of Serbia Republic of Serbia - 94.85 100 NLB Banka d.d., Tuzla Banking Republic of Bosnia and Herzegovina 96.30 96.30 NLB Razvojna banka a.d., Banja Luka Banking Republic of Bosnia and Herzegovina 99.85 99.85 NLB Prishtina sh.a., Priština Banking Republic of Kosovo 81.21 81.21 NLB Leasing d.o.o., Ljubljana Finance Republic of Slovenia 100 100 Finance Finance Real estate Republic of Bulgaria Republic of Croatia Republic of Croatia - 100 99.97 100 NLB Leasing Podgorica d.o.o., Podgorica Finance Republic of Montenegro 100 100 NLB Leasing d.o.o., Beograd Finance Republic of Serbia 100 100 NLB Leasing d.o.o., Sarajevo Finance Republic of Bosnia and Herzegovina 100 100 NLB Lizing d.o.o.e.l., Skopje Finance Republic of Macedonia 100 100 NLB InterFinanz AG, Zürich Finance Sw itzerland 100 100 Finance Finance Czech Republic Republic of Serbia - 100 100 NLB Factoring a.s. - "v likvidaci", Ostrava Finance Czech Republic 100 100 NLB Skladi d.o.o., Ljubljana Finance Republic of Slovenia 100 100 Plan d.o.o., Banja Luka Architecture services Republic of Bosnia and Herzegovina 39.14 88.14 NLB Nov penziski fond a.d., Skopje Insurance Republic of Macedonia 51 100 NLB Crna gora d.o.o., Podgorica Real estate Republic of Montenegro 100 100 FIN-DO d.o.o., Dom žale Real estate Republic of Slovenia 100 100 NLB Propria d.o.o., Ljubljana Real estate Republic of Slovenia 100 100 NLB Srbija d.o.o., Beograd Real estate Republic of Serbia 100 100 CBS Invest d.o.o., Sarajevo Real estate Republic of Bosnia and Herzegovina 100 100 LHB AG, Frankfurt LHB Trade d.o.o. - v likvidaciji, Zagreb Conet d.o.o. - v stečaju, Beograd Convest d.o.o., Novi Sad NLB Leasing Sofija E.o.o.d., Sofija Optima Leasing d.o.o., Zagreb OL Nekretnine d.o.o., Zagreb NLB InterFinanz Praha s.r.o., Praga NLB InterFinanz d.o.o., Beograd *Ownership interest is calculated after the deduction of treasury shares. 69