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Prospectus - Notowania

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181<br />

>> Condensed Consolidated Financial Statements<br />

Part E) – Information on risks and related risk management policies<br />

As mentioned above, in the first nine months of 2009 three new traditional securitizations of performing loans, having as<br />

underlyings leasing contracts originated in Italy concerning the use of motor vehicles, capital equipment and property for a<br />

nominal amount of €1,705,231 thousand, residential mortgages originated in Italy for a nominal amount of €3,499,601<br />

thousand and euro loans for a nominal amount of €1,012,000 thousand, were issued.<br />

The Group is not an originator of securitizations having as underlying US residential mortgages, neither prime nor subprime<br />

nor Alt-A.<br />

The fair value of assets sold and not derecognized exceeds the carrying amount by over €4,400 million.<br />

1.2 The Group as Sponsor<br />

The Group is a sponsor of asset-backed commercial paper SPVs (i.e., conduits issuing commercial paper) set up both as<br />

multi-seller customer conduits to give clients access to the securitization market, and as arbitrage conduits.<br />

These SPVs are not part of the banking group, but have been consolidated since December 2007.<br />

Customer conduits require the formation and management of a bankruptcy-remote company (i.e., one that would be immune<br />

from any financial difficulties of the originator) which directly or indirectly buys receivables created by companies outside the<br />

Group.<br />

The receivables underlying these transactions are not bought directly by the conduit set up by the Group, but by a purchase<br />

company which in turn is wholly funded by the conduit by means of commercial paper or medium term notes.<br />

In some circumstances purchase companies fund further SPVs which buy loan portfolio.<br />

The main purpose of these transactions is to give corporate clients access to the securitization market and thus to lower<br />

funding costs than would be borne with direct funding.<br />

Arbitrage conduits require the formation and management of an SPV that buys highly rated corporate bonds, asset-backed<br />

securities and loans.<br />

The purpose is to achieve a profit on the spread between the yield on the assets held, usually medium/long-term, and the<br />

short/medium-term securities issued to fund the purchase.<br />

The conduits’ purchase of assets is financed by short-term commercial paper and medium-term note issues.<br />

Payment of interest and redemption of the securities issued by the conduit therefore depends on cash flow from the<br />

receivables purchased (credit risk) and the ability of the conduit to roll over or replace its market funding on maturity (liquidity<br />

risk).<br />

To guarantee prompt redemption of the securities issued by the conduit, these transactions are guaranteed by a standby<br />

letter of credit covering the risk of default both of specific assets and of the whole program.<br />

The underwriters of issued securities also benefit from security provided by specific liquidity lines which the conduit may use if<br />

it unable to place new commercial paper to repay maturing paper, e.g. during market turmoil.<br />

These liquidity lines may not however be used to guarantee redemption of securities issued by the conduit in the event of<br />

default by the underlying assets.<br />

In its role as sponsor, the Group selects the asset portfolios purchased by conduits or purchase companies, provides<br />

administration of the assets and both standby letters of credit and liquidity lines.<br />

For these services the Group receives fees and also benefits from the spread between the return on the assets purchased by<br />

the SPV and the securities issued.<br />

The persistent market turmoil has created a significant contraction in investor demand for the securities issued by these<br />

conduits. The Group has consequently purchased directly all their outstanding commercial paper.

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