Debt Investor Update

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							Make it happen




Debt Investor Update
October 2008

Ron Huggett
Deputy Group Treasurer

Anne-Marie Hartnett
Investor Relations
Important Information


  This presentation may contain forward looking statements, including such statements within the meaning of Section 27A of
  the US Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements concern or may
  affect future matters, such as the Group's economic results, business plans and strategies, and are based upon the current
  expectations of the directors. They are subject to a number of risks and uncertainties that might cause actual results and
  events to differ materially from the expectations expressed in or implied by such forward looking statements. Factors that
  could cause or contribute to differences in current expectations include, but are not limited to, regulatory developments,
  competitive conditions, technological developments and general economic conditions. These factors, risks and
  uncertainties are discussed in the Group's SEC filings. The Group assumes no responsibility to update any of the forward
  looking statements contained in this presentation.
  The information, statements and opinions contained in this presentation do not constitute a public offer under any applicable
  legislation or an offer to sell or solicitation of an offer to buy any securities or financial instruments or any advice or
  recommendation with respect to such securities or other financial instruments.
  The information contained in this presentation is subject to, and must be read in conjunction with, all other publicly available
  information, including, where relevant any fuller disclosure document published by the Group. Any person at any time
  acquiring the securities must do so only on the basis of such person’s own judgement as to the merits of the suitability of the
  securities for its purposes and only on such information as is contained in public information having taken all such
  professional or other advice as it considers necessary or appropriate in the circumstances and not in reliance on the
  information contained herein. The information is not tailored for any particular investor and does not constitute individual
  investment advice.
  Information in this presentation relating to the price at which investments have been bought or sold in the past
  or the yield on investments cannot be relied upon as a guide to future performance.


                                                                                                                             Slide 2
Agenda


  •   Group Overview
  •   Divisional Review
  •   Capital Management
  •   Outlook
  •   Questions
  •   Appendix




                           Slide 3
Make it happen




Group Overview
New Group Structure


                                   CUSTOMERS

        Global Markets                   Regional Markets                 RBS Insurance
  • Global Banking & Markets       • UK Retail and Commercial Banking     • Direct Line
  • Global Transaction Services    • US Retail and Commercial Banking     • Churchill
                                   • Europe and Middle East               • Privilege
                                     Retail and Commercial Banking
                                   • Asia Retail and Commercial Banking



                                  Global Manufacturing

                                    Group Functions



                                                                                          Slide 5
New Group Structure – Components

Global Banking              UK                         US                       RBS Insurance
& Markets                   Retail + Com Banking       Retail + Com Banking
• GBM except                • UKCB except              • Citizens, except       • Direct Line
 Transaction Banking          Money Transmission         Corporate Money        • Churchill
                            • Retail except              Transmission, RBS
• ABN AMRO ‘GBM’                                         Lynk and Citizens      • Privilege
 except Transaction           Merchant Acquiring,
                              Commercial Cards           Manufacturing               (unchanged)
 Banking
                              and Card Operations
                            • UK Wealth
                              Management

Global Transaction          Europe + Middle East       Asia                     Global
Services                    Retail + Com Banking       Retail + Com Banking     Manufacturing
• ABN AMRO Trans Bking      • Ulster Bank, including   • ABN AMRO Retail &      • Manufacturing
• GBM Trans Banking           ECF                        Commercial in Asia
                                                                                • ABN AMRO
• UKCB Money Transmis       • ABN AMRO Retail &        • International Wealth     Manufacturing
• Citizens Corp Money         Commercial in Europe       Management
  Transmission                                                                  • Citizens
                              and Middle East
• Retail Merchant Acqring                                                         Manufacturing
• Retail Commercial Cards                                                       • Card Operations
• RBS Lynk
                                                                                                    Slide 6
Contribution by Division

 Pro Forma Underlying* £m                                                              2006         2007     Change
                                                                                                                 %
 Regional Markets
 – UK Retail & Commercial Banking                                                     5,685        6,207       +9%
 – US Retail & Commercial Banking                                                     1,739        1,476      -15%
 – EME Retail & Commercial Banking                                                      698          798      +14%
 – Asia Retail & Commercial Banking                                                     117          205      +75%
 Global Markets
 – Global Banking & Markets                                                           4,348        5,002      +15%
 – Global Transaction Services                                                        1,616        1,649       +2%
 RBS Insurance                                                                           967         905        -6%
 Group Manufacturing                                                                 (4,192)       (4,287)      -2%
 * Unaudited pro forma financial information under the Group’s revised divisional structure
 ‘Contribution’ is profit before amortisation of purchased intangible assets & integration costs
 As disclosed on 11th June 2008




                                                                                                                      Slide 7
2008 Interim Results


                                       Key Messages
                           £m     %
                                       •   Costs reduced £118m
Total income            16,835    -1
                                       •   Insurance claims down £488m
Pre-impairment profit    6,623    +6
                                       •   Impairments up £543m
Operating profit         5,144    -3   •   Write-downs in line
                                       •   Interim capital guidance
Credit market w/downs   (5,925)
                                           surpassed
Other items                90
                                       •   Core Tier 1 5.7%

Loss before tax           (691)        •   Tier 1 8.6%
                                       •   Strong growth in deposits
                                       •   ABN AMRO integration ahead


                                                                         Slide 8
Make it happen




Global Markets – H108
Global Banking & Markets


  • Credit markets impacted by market conditions – write-downs, lower volumes
  • Good performances in rates and currencies
  • Good progress on realising potential of combination with
    ABN AMRO – significant number of joint transactions
  • Formed commodities JV with Sempra Energy
  • Credit impairments have remained low




                                                                                Slide 10
Global Banking & Markets


                                                   £m                %    Key Messages
 Total income*                                 5,306             -10      • Rates, Currencies &
 Direct expenses                               2,607             -14          Commodities +87%
 Impairment losses                                294            n/a      •   Impairments up £178m on 2H07
 Contribution                                  2,405             -15      •   Credit markets weak
 Group Manufacturing                              221                +5   •   De-risking balance sheet
 Operating profit                              2,184             -17
                                                                          •   Assets down £108bn in H108
                                                  £bn
                                                                          •   Ex-Sempra RWAs down 10%
 Total third party assets                      762.8                 -7
 Customer deposits                               96.5           +16
 RWAs**                                        211.9                 -1


* Income before credit market write-downs and one-off items
** RWAs vs. 1st January 2008 (Basel II) – applies to all divisions
                                                                                                           Slide 11
Credit Market Write-downs


  In line with April estimates …

  £bn                            Net Current   Net Avg   W/downs       W/downs
                                  Exposure       Price    June 08(1)   April est(1)
  ABS CDOs                               2.0      40%         (1.9)          (1.9)
  US Residential                         1.9      59%         (1.0)          (1.2)
  US Commercial                          1.5      87%         (0.1)          (0.2)
  Monoline Exposures                     2.4       n/a        (2.1)          (1.8)
  Leveraged Loans                       10.8      92%         (0.9)          (1.3)
  CLOs                                   1.1      84%         (0.1)          (0.1)
  Sub-total                                                   (6.1)          (6.4)
  Hedges                                                       0.2            0.5
  Total                                                       (5.9)          (5.9)
  (1)   Write-downs before tax



                                                                                 Slide 12
Global Transaction Services


  • Successful leverage of combined product strengths and customer franchises to
    win significant new business
    – International network and infrastructure
    – Extending and deepening existing relationships
    – Few global competitors
  • Continued expansion of international reach in merchant acquiring
  • Good growth in income and profit
  • Well controlled expense growth




                                                                             Slide 13
Global Transaction Services


                        £m     %    Key Messages
Total income          1,173   +12   • Average customer deposits
Direct expenses        276    +11     +13%
Impairment losses       11    +38   • International Cash
Contribution           886    +12     Management +21%

Group Manufacturing    221    +5    • International
                                      Merchant Acquiring +14%
Operating profit       665    +15
                       £bn
                                    • Trade Finance +60%
Loans & advances       17.1   +15
                                    • Investment for growth
Customer deposits      58.9   +10
RWAs                   17.1   +10




                                                                  Slide 14
Make it happen




Regional Markets – H108
UK Retail & Commercial Banking


                        £m     %    Key Messages
Total income          5,452   +5    •   Retail impairments fell £50m
Direct expenses       1,537   +5    •   Corporate impairments rose £34m
Impairment losses      694     -2   •   Retail Banking profits +9%
Contribution          3,221   +7
                                    •   Corporate Banking profits +6%
Group Manufacturing   1,104   +5
                                    •   Wealth Management profits +14%
Operating profit      2,117   +8
                                    •   Average deposits +10%
                       £bn
Loans & advances      233.6   +12
Customer deposits     191.8   +7
RWAs                  159.4   +4



                                                                        Slide 16
US Retail & Commercial Banking


                        $m      %    Key Messages
Total income          2,746    +2    •   Retail growth subdued
Direct expenses        980     +1    •   Good Commercial growth
Impairment losses                    •   Strong expense control
– Core                 388    +311
– SBO                  324    +372   •   Core impairment charge 73bps
Contribution          1,054    -32   •   Core impairments up $129m on
Group Manufacturing    328     +5        2H07

Operating profit       726     -41   • SBO impairment charge 841bps
                       $bn
Loans & advances      113.7    +2
Customer deposits     104.8    +5
RWAs                  110.2    +2

                                                                        Slide 17
EME Retail & Commercial Banking


                                        £m    %    Key Messages

Total income                           805   +19   •   Benefit from strong euro
Direct expenses                        293   +27   •   Ulster investment complete
Impairment losses                       96   +43   •   Impairments +£27m v 2H07
Contribution                           416   +9
                                                   •   New business margins rising
Group Manufacturing                    166   +5
                                                   •   Middle East income +38%
Operating profit                       250   +13
                                       £bn
Loans & advances                      51.5   +9
Customer deposits                     23.4   +1
RWAs                                  29.9    -1


Balance sheet growth rates at constant FX
                                                                                     Slide 18
Asia Retail & Commercial Banking


                       £m     %    Key Messages

Total income          391    +24   •   Consumer Finance +28%
Direct expenses       204    +30   •   Affluent Banking +24%
Impairment losses      61      -   •   Business Banking +44%
Contribution          126    +30
                                   •   Private Banking +18%
Group Manufacturing   110    +5
                                   •   Investing for growth
Operating profit       16    n/a
                      £bn
Loans & advances       4.6   +21
Customer deposits     12.7   +34
Spot AUMs             19.9   +16
RWAs                   5.3   +8

                                                               Slide 19
Make it happen




RBS Insurance – H108
RBS Insurance


                        £m     %    Key Messages

Total income          2,786    -2   •   Own brand income +3%
Direct expenses        410    +17   •   Partnership income down 8%
Net claims            1,863   -13   •   Partnership contribution +18%
Contribution           513    +41   •   Underlying claims down 6%
Group Manufacturing    110    +5    •   Underlying profit up 5%
Operating profit       403    +56




                                                                        Slide 21
Make it happen




ABN AMRO
Substantial Transaction Benefits

 ABN AMRO Businesses                                         Offer Doc   Now
 €m                                                          July 2007

 Total cost savings                                              1,319   1,596
 Total net revenue benefits                                       395     688
 Total transaction benefits                                      1,714   2,284


 • 2010 transaction benefits represent 16% of 2007 operating profit




  Full transaction benefits excluding central cost savings
                                                                                 Slide 23
Achievable Transaction Benefits


  ABN AMRO Businesses                              Underlying               U’lying Results 07
  €m                                                 Results                + Full Transaction
                                                        2007                          Benefits

  Total income                                             6,886                              8,346
  Expenses                                                 5,906                              5,120
  Impairment losses                                          338                                397
  Operating profit                                           642                              2,829

  Cost:income ratio                                         86%                                61%


  Underlying results for ABN AMRO businesses acquired by RBS, excluding share of shared assets
  Underlying results adjusted for write-downs, impact of the sale of LaSalle and some minor normalisations
  Full transaction benefits excluding central cost savings



                                                                                                       Slide 24
Make it happen




Capital Management
Capital


Proportional Basis      Jun 08   Key Messages

RWAs (£bn – Basel II)    491.7   •   £12bn rights issue
                                 •   Rebased capital targets
Core Tier 1 (%)            5.7
                                 •   Well ahead at mid year
Tier 1 capital (%)         8.6   •   De-risking balance sheet

Total capital (%)         13.1   • On track for year end CT1 >6%




                                                                Slide 26
Capital Ratios

                                                        Core Tier 1   Tier 1

  Proportional consolidated basis
  Target* - 30 June 2008                                    >5.0%     >7.5%
  Actual - 30 June 2008                                     >5.7%     >8.6%
  Target* - 31 December 2008                                >6.0%     >8.0%



  *Target capital ratios announced on 22nd April 2008




                                                                               Slide 27
Capital Initiatives

                Analysis of Total Capital Issuance (£m)                                             Analysis of Total Capital Issuance by
                                                                                                    Analysis of Total Currency
                                                                                                                      Capital Issuance by Currency


                                                                                                                 AUD 2%
                                                                                                             SFR 1%
                                                                                                            JPY 1%
                                                T1 Retail £6,109                                        CAD 2%
  LT2 £13,166                                                                                                                                        USD 35%




                                                                             T1           EUR 39%
                                                                   Institutional £8,251


                                   UT2 £8,680                                                                                      GBP 21%




    Recent strategic initiatives:
                • Focus on US Retail for pricing and capital flexibility
                • Diversification of tier 2 issuance into CAD, AUD, JPY and CHF
                • Building profile in CAD with Perp NC10 upper tier 2 and innovative tier 1
                  transaction

                                                                                                                                                               Slide 28
Capital Maturity Profile


                                                                                        Total Capital Maturity/Amortisation Profile

          5,000
                                                                                                                      Tier 1       Upper Tier 2         Lower Tier 2
          4,500

          4,000

          3,500

          3,000
    £'m




          2,500

          2,000

          1,500

          1,000

           500

            -
                  2008

                         2009

                                2010

                                       2011

                                              2012

                                                     2013

                                                            2014

                                                                   2015

                                                                          2016

                                                                                 2017

                                                                                        2018

                                                                                               2019

                                                                                                      2020

                                                                                                              2021

                                                                                                                     2022

                                                                                                                            2023

                                                                                                                                   2024

                                                                                                                                          2025

                                                                                                                                                 2026

                                                                                                                                                        2027

                                                                                                                                                               2028

                                                                                                                                                                      2029

                                                                                                                                                                             2030

                                                                                                                                                                                    2031

                                                                                                                                                                                           2032

                                                                                                                                                                                                  2033

                                                                                                                                                                                                         2034
                                                                                                             Year

                                       Perpetual instruments of value circa £7.2bn are not shown.

          • Balanced maturity profile
          • long dated issuance when market conditions permit.
          • Use of upper tier 2 to retain flexibility


                                                                                                                                                                                                                Slide 29
Approach to Term Funding


 •   Diversification
      – £50bn multi currency EMTN Programme and US$35bn domestic MTN Program
      – Public benchmark transactions and c.300 private placements p.a.
      – Securitisation
 •   New initiatives
      – Samurai
      – Australian domestic issuance
      – Schuldscheine
      – Sovereign Wealth Funds
 •   Robust Liquidity Management
      – Strong retail and corporate deposit base
      – Focus on term funding
 •   Commitment to Investors
      – Regular information flow
      – Transparency
      – Regular borrower
                                                                               Slide 30
Balance Sheet Composition

    • RBS has a well diversified funding structure                                                                                       Wholesale Funding Composition
                                                                                                                                            Subordinated Debt

    • Customer loans are matched by customer                                                                                Debt Securities Issued
                                                                                                                                                   5%



            deposits, term funding and capital                                                                                      >1yr
                                                                                                                                    13%



    • Liquid assets are funded by wholesale funding                                                                                                                      Deposits by Banks
                                                                                                                                                                               42%



    • Nature of asset determines the appropriate                                                                         Debt Securities Issued

            funding                                                                                                              <1yr
                                                                                                                                 25%



                                     RBS Consolidated Proportional Balance Sheet                                                                                Repo
                                                       As at June 2008                                                                                          15%



    100%              Net Other

     90%
           M TM o f Trading Derivatives                                                   M TM o f Trading Derivatives

     80%

     70%                 Repo                                                                   Repo                       Customer Loans                                               136%
                                                                                               Sho rt-term
     60%                                                                                        Liabilities                Customer Deposits
                    Liquid A ssets
     50%
                                                                                             Deposits by Banks
     40%         Lo ans to B anks
                                                                                                                           Loans and Fixed Assets                                            96%
     30%                                                                                       Custo mer                   Deposits, Term Debt & Capital
                                                                                               Depo sits
     20%
                  Custo mer Lo ans
     10%           & Fixed A ssets
                                                                                            Term Funds & Capital
      0%
                                          Assets                            Liabilities
Source: June 2008 Interim Accounts (minority loans and deposits excluded)




                                                                                                                                                                                                   Slide 31
Debt Maturity Profile

                                                  T e rm       F u n d in g M a t u r it y o f R B S &                  A B N p o r t io n ( G B P b n )
           3 .5

                                                                                                                                                                                 C a p it a l
           3 .0
                                                                                                                                                                                 S e n io r


           2 .5



           2 .0



           1 .5



           1 .0



           0 .5



           0 .0
                  O c t-0 8   N o v -0 8   D e c -0 8   J a n -0 9   F e b -0 9   M a r-0 9   A p r-0 9   M a y-0 9   J u n -0 9   J u l-0 9   A u g -0 9   S e p -0 9   O c t-0 9   N o v -0 9   D e c -0 9




 •   2008 programme largely complete (£12bn issued)
 •   Diversified by market, structure and tenor
 •   Issuing franchise in all major markets
 •   RBS raised over £3bn equivalent of term funding in the Sterling, Dollar and
     Swiss Franc markets in September 2008.


                                                                                                                                                                                                               Slide 32
Rating Agency Summary

                                                     Moody’s                                     S&P                            Fitch
 RBS (Group)                                              Aa2                                      A+                             AA
 RBS (Bank)                                               Aa1                                      AA-                            AA
 NatWest (Bank)                                           Aa1                                      AA-                            AA
 Citizens Group                                           Aa3                                      A+                             AA-
 Ulster Bank Ltd                                          Aa2                                     AA-                            AA-
 Ulster Bank Ireland Ltd                                  Aa2                                     AA-                            AA-
 ABN AMRO Bank NV                                         Aa2                                     AA-                             AA

 Source – Credit Rating Agencies as listed
 As at 01st October 2008.
 On 27th June 2008, Moody's downgraded the senior debt and deposit ratings (from Aaa to Aa1) of Royal Bank of Scotland plc and National
 Westminster Bank Plc. The senior debt rating of Royal Bank of Scotland Group plc (RBS) changed from Aa1 to Aa2, with the outlook on all ratings
 stable. The ratings of Ulster Bank and First Active have not been affected by this rating action.
 On 7th October 2008, S&P downgraded the long-term rating of The Royal Bank of Scotland Group plc and its related subsidiaries. The outlook for
 long-term debt remains negative.
 On the 22nd April 2008 Fitch Ratings downgraded The Royal Bank of Scotland Group plc, and the RBS Bank to a long-term issuer default rating of
 AA with a stable outlook.
 Citizens Financial Group is not rated. The ratings shown reflect those of its banking subsidiaries.



                                                                                                                                                  Slide 33
Make it happen




Outlook
Outlook


  • Outlook for the global economy is challenging, but RBS better positioned
    – Stronger capital base
    – Income growth from new products to enlarged customer base
    – Meaningful efficiency improvement from delivery of synergies
  • Priorities for RBS
    –   Deliver ABN AMRO integration and transaction benefits
    –   Disciplined management of GBM through difficult period
    –   Maintain momentum in other businesses
    –   Leverage established presence in growth economies
    –   Exploit enhanced global platform, customer franchises and product
        capabilities




                                                                               Slide 35
Make it happen




Questions?
Make it happen




Appendix
UK Retail Mortgages

   Total Portfolio £72bn (c6% of stock)         Cumulative LTV Distribution

                                          100


                       Buy to Let 6%
                                          80



                                          60
                                       % of
                                       Book
                                          40    35%

                                                       24%

                                          20                  14%
                                                                     10%
                                                                            6%     3%

                                            0
                                                >60%   >70%   >80%   >85%   >90%   >95% LTV



           Other Mortgages 94%
                                              • Average LTV 49%
                                              • Buy-to-let LTV 56%
                                              • New business LTV 66%
                                                                                        Slide 38
Commercial Property


   Commercial Property Portfolio £91bn                        UK Commercial Property £51bn
       Diversified by Geography                               Core Portfolio LTV Distribution
                                                     % of Book
                                                      100
                North    Rest of World 1%                     87%
              America 9%
                                                         80
                                                                     69%

    Other                                                60
                                            UK 55%                          45%
  Western
 Europe 14%                                              40
                                                                                   19%
                                                         20                               8%     3%
Spain 4%
                                                          0
                                                              >50%   >60%   >70%   >75%   >80%   >85% LTV
    Germany
      7%                                             •    Average LTV 68%
                                                     •    1% speculative
           RoI 10%
                                                     •    Well diversified by sector
                                                     •    Characteristics typical of overall portfolio
                                                                                                  Slide 39
US Retail & Commercial portfolio

       Total Portfolio £57bn                              Cumulative LTV Distribution
                                                    Residential Mortgage & Core Home Equity
                                                      % of
       Other                                          Book
                                   Corporate &
   Consumer 19%                                       100
                                  Industrial 25%


                                                       80
                                                              70%

                                                       60           54%


                                                       40
                                                                           29%
                                             CRE*
                                              9%
                                                       20
                                                                                  11%
                                                                                         6%     4%
Core Home
                                     SBO 7%
Equity 24%                                              0
                                                             >60%   >70%   >80%   >85%   >90%   >95%LTV
                    Residential
                   Mortgage 16%                              • Average LTV 64%
* Commercial Real Estate
                                                             • Average FICO 748
                                                                                                  Slide 40
US SBO Portfolio


 %                                                   $bn
 2.5                                                  10   •   Book in managed run-off
                                                           •   Cumulative provisions $675m
 2.0
                                                           •   Cumulative charge-offs $262m
                                                      9
 1.5                                                       •   Current provisions $413m
                                                           •   Reserve 2.7x NPL
 1.0                                                       •   FICO 721
                                                      8

 0.5


 0.0                                                  7
          Jun 07          Dec 07         Jun 08

       SBO delinquencies as % of total outstanding loans
       SBO total outstanding loans
                                                                                              Slide 41

						
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