Alpha Bank A E : Project Galaxy

Seamless delivery of a highly complex landmark Transaction

Sale of 80% of New CEPAL

Alpha Bank

Davidson Kempner

•  DK to acquire a 80% stake in New CEPAL, while Alpha will retain a 20% stake with customary governance rights

•  Long-term servicing agreement with New CEPAL, with a term of 13 years, for the management of our existing Retail and Wholesale NPEs in Greece of €8.9bn, as well as of any future flows of similar assets and early collections. New CEPAL will also manage the €10.8bn exposures under the Galaxy Securitisations and €4.6bn1 of third-party investors

•  New CEPAL will be the largest servicer in Greece with ~1,100 FTEs, offering services to Bank clients and third parties

•  The agreement values 100% of the enterprise value of New CEPAL at €267mn, with the Bank having further upside through an earn-out of up to €68mn linked to the achievement of certain targets. The consideration includes a contingent element of up to €17mn, if the transaction is on a levered basis. The Bank, acting as an arranger of a financing syndicate, has agreed with DK the key terms of a long-term funding facility of up €120mn, which may be drawn at the sole discretion of DK

Galaxy Securitisations

HAPS guarantee

100%

•  Second largest rated NPE securitization in Europe, with Alpha Bank transferring €10.8bn NPEs to securitisation SPVs and subsequently selling mezzanine and junior notes

•  Alpha to retain 100% of the €3.8bn senior notes, which will receive a State guarantee under the HAPS framework and achieve 0% risk weight

•  DK to acquire 51% of the mezzanine and junior notes, while Alpha will initially retain a 49% stake. 44% of the notes are intended to be subsequently distributed to shareholders subject to regulatory and corporate approvals

1| Gross Book Value 2| Alpha to initially hold 49% of the Mezzanine and Junior notes, with 44% to be distributed to shareholders subsequently; 5% to be retained as required by risk retention rules

Significant improvement in risk profile of Greek operations

Asset Quality pre & post Galaxy in Greece

Portfolio in Greece % pro forma change for transaction

NPEs>90dpd

-62%

Denounced exposures

-64%

Retail exposures under L.3869

-75%

Substantial improvement in risk profile of NPEs Greece, Euro bn

NPEs>90dpdDenounced exposuresRetail exposures under L.3869

Sep-20

Sep-20 pf Galaxy

Asset Quality improved Greece, Euro bn

NPE ratio1 43% 24%

NPE>90dpd ratio1 29% 13%

NPE<90dpdNPE>90dpdpf for Galaxy

Sep-20

Provisions for the remaining portfolio at 60% of the original exposure

Greece, Euro bn

On balance sheet

Provisions/ Debt relief/ write offs

Sep-20

NPEs

Provisions

•  The remaining portfolio has already been actively managed to support further reduction

  Sep-20 pf Galaxy

•  Significant debt relief and write offs already provided to customers to promote re-performance

1| Pro-forma ratios are as of 30.09.20 taking into account the senior notes.

Maximisation of total recovery with capital impact at c.280bps

Proceeds to Alpha Bank

Total Capital ratio evolution

Tangible

Equity

18.3%

Sep-20

NBV of loans sold + Notes proceeds 2

RWA relief

Gain from	PF CAD	Tier II	AT1
New	ratio Sep-20	capacity	Capacity
CEPAL sale

1I Including value for retained Mezzanine and Junior Notes (5% stake), based on €40m valuation for 100% of Notes. 2| Includes impact from potential distribution of 44% of Mezzanine & Junior notes, subject to applicable corporate & regulatory approvals. 3| Following ECB's capital relaxation measures for Banks' minimum capital requirements, applied on 12 March 2020 and valid at least up to the end of 2022; 11% OCR excludes CCB 2.5% and OS II buffer 0.5%

Excellent track record in off-loading the most problematic part of the NPEs

Alpha Bank vs. Greek peers

EUR bn, Greece

NPEs<90dpdNPEs>90dpd

Largest rated NPE securitizations in Europe¹

Alpha Bank

Greek Peers

Dec-17

Alpha Bank Sep-20 pf Galaxy

Alpha Bank transactions

Greek Peers

Dec-17

Sep-20 2

Project

Portfolio

DetailsSize (€bn)

Total claims (€bn)

Year

• 1 Venus

  Consumer & SBL

• 2 Mars

3

Jupiter

SMEs

4 MercuryConsumer & SBL

5 Neptune

ConsumerUnsecured UnsecuredSMEs & Corporate SecuredSecured Unsecured

0.9

3.7

0.3

• 0.3 2017-2018

1.0 1.1

1.3 2018

2.1 2018

SMEs

2018

Secured

1.1 ~ 4.5

2.0 ~ 9.3

2020

Bank

Project

Size (€bn)Year

BMPS

Alpha Bank

Eurobank

Banco BPMSiena

24.1 2018

Galaxy

10.8 2021

Cairo

7.5 2019

Leviticus

7.4 2019

Unicredit

Prisma

6.1 2019

Alpha Bank NPE transactions since 2017 including Galaxy:

•  Alpha Bank has been the most active in reducing the poorest quality denounced gone concern NPEs>90dpd vs. peers since 2017 (-71%)

•  Substantial improvement in Group risk profile post Galaxy with €4.8bn NPEs>90dpd in Greece, o/w €3.2bn denounced exposures

•  Alpha Bank has strong track record in delivering on NPE clean up having delivered the second largest securitisation in Europe

1| Since 2016. 2| According to Greek peers' (Eurobank, NBG, Piraeus Bank) latest public disclosure

Swift execution during pandemic with clear timeline to closing

•  The Bank has already received preliminary creditratings for the senior notes of all three Galaxy Securitisation SPVs of an amount of €3.8bn

•  Carve-out of NPE Management unit onto CEPAL already completed, with servicer currently fully operational

•  Hive-Down expected to take place by March/April 2021, subject to receiving required corporate and regulatory approvals

•  Transaction closing subject to customary regulatory approvals, expected to take place during Q2 2021

•  Distribution of Galaxy Notes to shareholders expected to take place by Q3 2021

 Galaxy milestones completed

1| Subject to applicable corporate and regulatory approvals.