Group on the WSE
In 2019, PKO Bank Polski was once again the most valuable company listed on the Warsaw Stock Exchange. As at the end of 2019, its value was assessed at over PLN 43 billion.
2019
Such changes in the prices of the shares were mainly due to:
- increase in the risk that negative effects for financial results of the banking sector connected with the CHF-denominated housing loans portfolio, may materialize after the judgment of the Court of Justice of the European Union (EUCoJ),
- costs connected with provisions for refunding to borrowers the costs incurred in connection with an advance in the case of its early repayment, after the EUCoJ judgment;
- slow-down in economic growth and forecast further deterioration in economic conditions,
- the tense international situation, among other things, escalation of the trade conflict between the USA and China.
As in previous years, in the bank focused on consistently generating attractive business results for investors and on adjusting the business model to the new market environment, in order to ensure a return on equity above the cost of capital, and thus, build shareholder value.
In 2019, two years in advance, the bank achieved its strategic financial goals and updated the strategy. It also continued digital transformation, including the development of the most popular and the most transactional mobile application on the Polish market – IKO.
Price of shares and capitalization of PKO Bank Polski vs competitors
Restrictions imposed on shares of PKO Bank Polski
All the shares of PKO Bank Polski carry the same rights and obligations. None of the shares are preferred with respect to votes or dividend (one share carries one vote). The Articles of Association of PKO Bank Polski limit the voting right of shareholders holding more than 10% of the total number of votes at the Annual General Shareholders’ Meeting and prohibit these shareholders from exercising more than 10% of the total number of votes at the Annual General Shareholders’ Meeting. The aforementioned limitation does not apply to:
- shareholders, who held shares representing more than 10% of the total number of votes at the bank (i.e. the State Treasury and BGK) on the date of passing the resolution of the General Shareholders’ Meeting introducing a limitation to the voting rights,
- shareholders who have rights based on A-series registered shares (the State Treasury),
- shareholders acting jointly with the shareholders referred to in the second bullet point, based on an agreement concerning the joint execution of voting rights on shares.
Moreover, the limitation to the voting rights shall expire when the share of the State Treasury in the bank’s share capital drops below 5%.
In accordance with § 6 (2) of PKO Bank Polski’s Articles of Association, the conversion of A-series registered shares into bearer shares and the transfer of these shares requires the approval of the Council of Ministers expressed in the form of a resolution. Conversion into bearer shares or transfer of A-series registered shares will result in the expiry of the above mentioned restrictions in respect of the conversion into bearer shares or transfer to the extent to which the approval was given.
Pursuant to Article 13 (1) (26) of the Act of 16 December 2016 on the principles for public property management (apart from the statutory exceptions), the shares of PKO Bank Polski held by the State Treasury cannot be sold.
Shareholders
The State Treasury is the dominant shareholder in the structure of the bank’s shareholders. Its share has been gradually reduced from 62.3% at the time of its stock exchange debut in 2004, through ownership of approximately 52% in 2005-2008 to 29.43% currently.
According to the Act on the principles of managing State property, the shares of PKO Bank Polski belonging to the State Treasury cannot be sold (with some exceptions regulated by the said Act).
Due to the fact that the share of the State Treasury in the capital structure of the Bank remains significant and due to the restrictions in the number of voting rights exercisable by the other shareholders, the bank incurs a risk of being perceived as a state-owned institution, which could be associated with a risk of the unequal treatment of shareholders. In the bank’s opinion, the risk of the unequal treatment of shareholders is eliminated by a number of management and structural principles and policies adopted by the bank and other entities of the bank’s Group. Such risk is mitigated not only by strict compliance with the statutory obligation to treat all shareholders equally, but also by applying higher standards, good practices and policies. Their purpose is to ensure full transparency and observe the principles of clear and equal access to information for all shareholders, irrespective of their interest in the capital.
The Group consists of 13 direct subsidiaries fully controlled by the bank.
Credit rating assessment
In 2019, the creditworthiness of PKO Bank Polski was assessed by Moody’s Investors Service rating agency, which awards a paid rating to the bank, in accordance with its own bank assessment procedure.
Ratings of PKO Bank Polski as at 31 December 2019
| Moody’s Investors Service | |
|---|---|
| Long-term deposit rating | A2 with stable outlook |
| Short-term deposit rating | P-1 |
| Senior unsecured debt rating | A3 with stable outlook |
| MTN programme rating | (P)A3 |
| Other short-term Programme rating | (P)P-2 |
| Counterparty risk assessment – long term | A2 |
| Counterparty risk assessment – short term | P-1 |
| Option on counterparty risk – long-term | A2(cr) |
| Option on counterparty risk – short-term | P-1(cr) |
As at 31 December 2019 PKO Bank Hipoteczny had the following paid ratings granted by Moody’s Investors Service rating agency:
Ratings of PKO Bank Hipoteczny as at 31 December 2019
| Moody’s Investors Service | |
|---|---|
| Long-term issuer rating | Baa1 with stable outlook |
| Short-term issuer rating | P-2 |
| Opinion on counterparty risk – long-term | A3(cr) |
| Opinion on counterparty risk – short-term | P-2(cr)A3 |
| Counterparty risk assessment – long-term | A3 |
| Counterparty risk assessment – short-term | P-2 |
| Rating for PLN mortage bonds issued | Aa3 |
| Rating for EUR mortage bonds issued | Aa3 |
Ratings for mortgage covered bonds issued are confirmed for every issue.
As at 31 December 2019, bonds issued by ROOF Poland Leasing 2014 DAC and Polish Lease Prime 1 DAC, the special purpose vehicles established within the PKO Leasing Group for the purposes of the asset securitization programme, had the following paid ratings:
Ratings of bonds of ROOF Poland Leasing 2014 DAC as at 31 December 2019
| Ratings of B bonds | |
|---|---|
| Fitch Agency | AA |
| Scope Agency | AAA |
The aforementioned rating was updated by Scope in April 2019.
Ratings of bonds of Polish Lease Prime 1 DAC as at 31 December 2019
| Rating of A bonds | |
|---|---|
| Scope Agency | AAA |
| ARC Agency | AA- |
| Rating of B bonds | |
| Scope Agency | BB- |
| ARC Agency | BB+ |
Agencies granted their ratings in September 2019.
As at 31 December 2019, KREDOBANK SA had the following paid ratings granted by Ukrainian rating agencies:
Ratings of KREDOBANK SA as at 31 December 2019
| „Expert-Rating” Rating Agency | |
|---|---|
| Credit rating on national scale | uaAAA with stable outlook |
| Rating on national scale for A- and B- series bonds issued | uaAAA with stable outlook |
| „Standard-Rating” Rating Agency | |
| Credit rating on national scale – long-term | uaAAA with stable outlook |
| Credit rating on national scale – short-term | uaK1 with stable outlook |
| Deposit rating on national scale | ua1 with stable outlook |
| Rating on national scale for A- and B- series bonds issued | uaAAA with stable outlook |
The aforementioned ratings were granted in 2016-2017, and were confirmed in December 2019.
The long-term credit rating of KREDOBANK SA on a country-wide scale reflects the investment level, and thus meets Ukrainian statutory requirements regarding investing funds from insurance reserves by insurers and investing pension fund assets.
In 2019, the bank improved its three ESG ratings:
- ESG rating awarded by FTSE Russell (an increase from 1.6 to 3.3 on a scale of 1 to 5, where 5 is the highest score),
- MSCI’s ESG rating from BB to BBB,
- Sustainalytics reduced the bank’s ESG risk score from 32.9 to 24.0 (on a scale from 0 to 100), which indicates a lower risk assessment from a high to medium level.
ESG ratings of PKO Bank Polski as at 31 December 2019
| FTSE Russell | 3,3 |
| MSCI | BBB |
| Sustainalytics | 24 (Medium) |
The ESG Sustainalytics rating is one of the adjustments used in the WIG-ESG index launched on 3 September 2019. The bank’s participation in the index is at the highest level possible at 10%.
Investor relations
PKO Bank Polski maintains regular contact with investors and financial market analysts. As part of its relations with the market, representatives of the bank provide answers to the questions of investors and analysts concerning the bank’s operations in a broad sense, its financial results and the situation in the banking sector. Additionally, the bank allows various forms of contact preferred by the investors and analysts.
In 2019, the bank’s investor relation activities focused on the following areas:
- strengthening the positive image of PKO Bank Polski as a reliable and transparent company among existing and potential investors, financial market analysts and rating agencies, through the use of various market communication toolsb
- providing information on the bank’s financial results and activities, including changes in the market environment, in order to allow a reliable assessment of the bank’s current situation and perspectives, as well as the correct valuation of its shares;
- fulfilling the information duties of the company as an issuer of securities, as required by law,
- arranging the General Shareholders’ Meetings and providing information to the bank’s shareholders,
- ensuring the bank’s cooperation with responsible governmental bodies, organizations and capital market institutions in connection with the bank’s presence on the public securities market.
As part of market communication, in 2019, members of the Management Board and key managers participated in regular meetings and teleconferences with investors and analysts, both at the bank’s registered office and during investor conferences. In 2019, a total of 426 investor meetings took place (36% more than in 2018):
- bank organized about 40 meetings at its office and over 100 teleconferences,
- after the end of each quarter, the financial results of the bank and the Group were presented by the bank’s Management Board in meetings with investors and capital market and debt securities market analysts, held at the bank’s registered office, and via teleconferences, in each case with the participation of over 60 analysts and investor representatives in total,
- in connection with the update of the strategy PKO Bank Polski organized Investor Days with participation of the Management Board in Warsaw and London. Over 30 analysts and investors participated in the Warsaw conference. On the following day 12 analysts and investors participated in the presentation of the strategy in London, and over 30 via webcast.
The Investor Relations department maintained on-going communication with analysts, as well as institutional and individual investors, and answered numerous telephone or email inquiries pertaining to the bank’s business operations and financial performance. After the publication of the annual financial results, in cooperation with the Individual Investors Association, we organized a chat designated for individual investors with the CFO. Approx. 170 people participated in the chat.
Additionally, members of the bank’s Management Board answered the investors’ questions during investor conferences held both in Poland and abroad. In 2019, in total, over 260 meetings were held during 30 investor conferences and one roadshow arranged in: Austria (17 meetings), the Czech Republic (15), Finland (9), France (5), Greece (8), Germany (10), Poland (28), Singapore (8), Switzerland (2), Sweden (5), the United States (64), the United Kingdom (92) and Italy (4).
All information of significant importance to the bank’s investors and shareholders was immediately published on the Investor Relations website. In 2019, the bank once again launched its online annual report in the form of an internet service site in two language versions, which facilitates obtaining key financial and business information about the PKO Bank Polski Group.