TIDMTBCG

RNS Number : 3808W

TBC Bank Group PLC

18 August 2020

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TBC BANK GROUP PLC ("TBC Bank")

2Q AND 1H 2020 UNAUDITED CONSOLIDATED FINANCIAL RESULTS

Forward-Looking Statements

This document contains forward-looking statements; such forward-looking statements contain known and unknown risks, uncertainties and other important factors, which may cause the actual results, performance or achievements of TBC Bank Group PLC ("the Bank" or the "Group") to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements are based on numerous assumptions regarding the Bank's present and future business strategies and the environment in which the Bank will operate in the future. Important factors that, in the view of the Bank, could cause actual results to differ materially from those discussed in the forward-looking statements include, among others, the achievement of anticipated levels of profitability, growth, cost and recent acquisitions, the impact of competitive pricing, the ability to obtain necessary regulatory approvals and licenses, the impact of developments in the Georgian economic, the impact of COVID-19, the political and legal environment, financial risk management and the impact of general business and global economic conditions.

None of the future projections, expectations, estimates or prospects in this document should be taken as forecasts or promises nor should they be taken as implying any indication, assurance or guarantee that the assumptions on which such future projections, expectations, estimates or prospects are based are accurate or exhaustive or, in the case of the assumptions, entirely covered in the document. These forward-looking statements speak only as of the date they are made, and subject to compliance with applicable law and regulation the Bank expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained in the document to reflect actual results, changes in assumptions or changes in factors affecting those statements.

Certain financial information contained in this presentation, which is prepared on the basis of the Group's accounting policies applied consistently from year to year, has been extracted from the Group's unaudited management's accounts and financial statements. The areas in which the management's accounts might differ from the International Financial Reporting Standards and/or U.S. generally accepted accounting principles could be significant; you should consult your own professional advisors and/or conduct your own due diligence for a complete and detailed understanding of such differences and any implications they might have on the relevant financial information contained in this presentation. Some numerical figures included in this report have been subjected to rounding adjustments. Accordingly, the numerical figures shown as totals in certain tables might not be an arithmetic aggregation of the figures that preceded them.

Second Quarter and First Half of 2020 Unaudited Consolidated Financial Results Conference Call

TBC Bank Group PLC ("TBC PLC") publishes its unaudited consolidated financial results for the second quarter and half year of 2020 on Tuesday, 18 August 2020 at 7.00 am BST (10.00 am GET), while the results call will be held at 14.00 (BST) / 15.00 (CEST) / 9.00 (EST).

Please click the link below to join the webinar:

https://tbc.zoom.us/j/92746432667?pwd=bUs5SnRxeWp3Q3Y2V3NwMElZUmVIUT09

Webinar ID: 927 4643 2667

Password: 424396

Or use the following dial-ins:

o Georgia : +995 7067 77954 or +995 3224 73988 or 800 100 293 (Toll Free)

o Russian Federation: 8800 301 7427 (Toll Free) or 8800 100 6938 (Toll Free)

o United Kingdom: 0 800 260 5801 (Toll Free) or 0 800 358 2817 (Toll Free) or 0 800 031 5717 (Toll Free)

o US: 833 548 0282 (Toll Free) or 877 853 5257 (Toll Free) or 888 475 4499 (Toll Free) or 833 548 0276 (Toll Free)

Webinar ID: 927 4643 2667 # , please dial the ID number slowly

   Other international numbers available at:   https://tbc.zoom.us/u/afRUs7Io5 

The call will be held in two parts. The first part will be comprised of presentations and during the second part of the call, you will have the opportunity to ask questions. All participants will be muted throughout the webinar.

Webinar Instructions:

For those participants who will be joining through the webinar, in order to ask questions, please use the "hand icon" that you will see at the bottom of the screen. The host will unmute those participants who have raised hands one after another. After the question is asked, the participant will be muted again.

Call Instructions

For those participants who will be using the dial in number to join the webinar, please dial *9 to raise your hand.

Contacts

 
Zoltan Szalai                    Anna Romelashvili            Investor Relations Department 
 Director of International        Head of Investor Relations 
 Media and Investor Relations 
 
 E-mail: ZSzalai@Tbcbank.com.ge   E-mail: IR@tbcbank.com.ge    E-mail: IR@tbcbank.com.ge 
 Tel: +44 (0) 7908 242128         Tel: +(995 32) 227 27        Tel: +(995 32) 227 27 
 Web: www.tbcbankgroup.com        27                           27 
 Address: 68 Lombard              Web: www.tbcbankgroup.com    Web: www.tbcbankgroup.com 
 St, London EC3V 9LJ,             Address: 7 Marjanishvili     Address: 7 Marjanishvili 
 United Kingdom                   St. Tbilisi, Georgia         St. Tbilisi, Georgia 
                                  0102                         0102 
 

Table of Contents

2Q AND 1H 2020 Results Announcement

TBC Bank - Background

Financial Highlights

Letter from the Chief Executive Officer

Supporting stakeholder s

Economic Overview

Unaudited Consolidated Financial Results Overview for 2Q 2020

Unaudited Consolidated Financial Results Overview for 1H 2020

Additional Disclosures

1) Subsidiaries of TBC Bank Group PLC

2) Our Ecosystems

3) Net gains from currency swaps

4) TBC Insurance

6) Main terms of shareholders' agreement with Yelo Bank

7) Loan book breakdown by stages according IFRS 9

Material Existing and Emerging Risks

Statement of Directors' Responsibilities

Unaudited Condensed Consolidated Interim Financial Statements

TBC Bank Group PLC ("TBC Bank")

TBC Bank Announces Unaudited 2Q and 1H 2020 Consolidated Financial Results

European Union Market Abuse Regulation EU 596/2014 requires TBC Bank Group PLC to disclose that this announcement contains Inside Information, as defined in that Regulation.

The information in this announcement, which was approved by the Board of Directors on 17 August 2020, does not comprise statutory accounts within the meaning of Section 434 of the Companies Act 2006. Statutory accounts for the year ended 31 December 2019, which contained an unmodified audit report under Section 495 of the Companies Act 2006 (which did not make any statements under Section 498 of the Companies Act 2006) have been delivered to the Registrar of Companies in accordance with Section 441 of the Companies Act 2006.

TBC Bank - Background

TBC Bank is the largest banking group in Georgia, where 99.6% of its business is concentrated, with a 38.5% market share by total assets. It offers retail, corporate, and MSME banking nationwide.

These unaudited financial results are presented for TBC Bank Group PLC ("TBC Bank" or "the Group"), which was incorporated on 26 February 2016 as the ultimate holding company for JSC TBC Bank Georgia. TBC Bank became the parent company of JSC TBC Bank Georgia on 10 August 2016, following the Group's restructuring. As this was a common ownership transaction, the results have been presented as if the Group existed at the earliest comparative date as allowed under the International Financial Reporting Standards ("IFRS"), as adopted by the European Union. TBC Bank successfully listed on the London Stock Exchange's premium listing segment on 10 August 2016.

TBC Bank Group PLC's financial results are prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union ("EU") and the Companies Act 2006 applicable to companies reporting under IFRS.

Please note that there is an important update set out in paragraph 9 of the Material Existing and Emerging Risks section on page 49.

Changes in accounting policies, IAS 16

In 2Q 2020, the accounting policy in relation to subsequent measurement of land, buildings and construction in progress was changed from the revaluation model to the cost model. This led to the restatement of appropriate balance sheet amounts in 1Q 2020 and 2019, while no material impact was recorded in the income statement.

Financial Highlights

In the first half 2020, our financial results were affected by the following non-recurring charges related to the COVID-19 pandemic:

-- a net modification loss of financial instruments, in the amount of GEL 34.2 million (out of which GEL 30.6 million was accounted for in the first quarter and GEL 3.5 million in the second quarter) to reflect the decrease in the present value of cash-flows resulting from the loan repayment grace periods granted to borrowers; and

-- an extra credit loss allowance booked in the first quarter, in the amount of GEL 215.7 million (or GEL 210.9 million for loans), to prepare for the potential impact of the COVID-19 pandemic on our borrowers. In the second quarter, we also created additional GEL 9.0 million COVID-19 related credit loss allowances for loans in our Azeri subsidiary, TBC Kredit. These charges resulted in additional COVID-19 related, not annulized cost of risk in the amount of 1.7% in 2Q and 1H 2020.

-- Without the above mentioned COVID-19 related charges, ROE and ROA amounted to 19.6% and 2.8% respectively in 2Q 2020, while in 1H 2020, ROE and ROA stood at 21.2% and 3.0% respectively.

The financial performance measures presented in this report show our reported figures only, while the impact of the above mentioned COVID-19 related, non-recurring charges is discussed in our 2Q financial results presentation available at our Investor Relations website at www.tbcbankgroup.com under the Results Announcement section .

2Q 2020 P&L Highlights

o Profit for the period amounted to GEL 126.2 million (2Q 2019: GEL 120.2 million)

o Return on average equity (ROE) stood at 19.5% (2Q 2019: 21.1% [1] )

o Return on average assets (ROA) stood at 2.6% (2Q 2019: 3.0%(1) )

o Cost to income of TBC Bank Group PLC stood at 38.5% (2Q 2019: 40.2%)

o Standalone cost to income ratio of the Bank [2] was 32.3% (2Q 2019: 35.2%)

o Cost of risk stood at 0.0% [3] (2Q 2019: 1.1%)

o Net interest margin (NIM) stood at 4.3% (2Q 2019: 5.8%)

1 H 2020 P&L Highlights

o Profit for the period amounted to GEL 69.2 million (1H 2019: GEL 253.5 million)

o Return on average equity (ROE) stood at 5.2% (1H 2019: 22.8% [4] )

o Return on average assets (ROA) stood at 0.7% (1H 2019: 3.3%(4) )

o Cost to income of TBC Bank Group PLC stood at 37.4% (1H 2019: 38.9%)

o Standalone cost to income ratio of the Bank(2) was 31.9% (1H 2019: 35.7%)

o Cost of risk stood at 2.1% [5] (1H 2019: 1.3%)

o Net interest margin (NIM) stood at 4.7% (1H 2019: 6.0%)

Balance Sheet Highlights as of 30 June 2020

o Total assets amounted to GEL 19,813.4 million, up by 15.0% YoY

o Gross loans and advances to customers stood at GEL 13,635.4 million , up by 22.4 % YoY or at 18.1% on a constant currency basis

o Net loans to deposits + IFI [6] funding stood at 105.3%, up by 13.9 pp YoY, and Regulatory Net Stable Funding Ratio (NSFR), effective from 30 September 2019, stood at 127.5%

o NPLs were 2.9%, down by 0.2 pp YoY

o NPLs coverage ratios stood at 134.7%, or 246.7% with collateral, on 30 June 2020 compared to 97.9% or 206.0% with collateral, as of 30 June 2019

o Total customer deposits amounted to GEL 10,420.3 million, up by 5.5% YoY or at 1.4% on constant currency basis

o The Bank's Basel III CET 1, Tier 1 and Total Capital Adequacy Ratios per NBG methodology stood at 10.0% 12.7% and 17.2% respectively, while minimum eased regulatory requirements amounted to of 6.9%, 8.7%, and 13.3%, respectively.

Market Share s as of June 2020 ([7])

o Market share by total assets reached 38.5%, down by 0.6 pp YoY

o Market share by total loans was 39.5%, up by 1.0 pp YoY

   o  Market share of total deposits reached 37.1%, down          by 3.9 pp YoY 

2Q 2020 operating highlights

o The number of affluent customers reached 91.0 thousand as of 30 June 2020, up by 173% YoY

o 96% of all transactions were conducted through digital channels (2Q 2019: 93%)

o The penetration ratio for internet or mobile banking [8] stood at 48% for 2Q 2020 (2Q 2019: 44%)

o The penetration ratio for mobile banking [9] stood at 45% for 2Q 2020 (2Q 2019: 39%)

 
Income Statement 
Highlights 
in thousands of GEL      2Q'20        2Q'19              Change YoY   1H'20     1H'19  Change 
                                                                                       YoY 
Net interest income        184,365    197,448    -6.6%   392,324     398,586           -1.6% 
Net fee and commission 
 income                    39,517     43,534     -9.2%   83,069      85,341            -2.7% 
Other operating 
 non-interest income [10]  26,161     31,320     -16.5%  64,905      60,321            7.6% 
Credit loss allowance      (11,314)   (33,372)   -66.1%  (259,051)   (66,467)          NMF 
Operating income after 
 credit loss allowance     238,729    238,930    -0.1%   281,247     477,781           -41.1% 
Losses from modifications 
 of financial instrument   (3,527)    -          NMF     (34,170)    -                 NMF 
Operating expenses         (96,331)   (109,383)  -11.9%  (202,160)   (211,897)         -4.6% 
Profit before tax          138,871    129,547    7.2%    44,917      265,884           -83.1% 
Income tax expense         (12,665)   (9,329)    35.8%   24,283      (12,344)          NMF 
Profit for the period      126,206    120,218    5.0%    69,200      253,540           -72.7% 
 
 
 
                                                      Jun-20      Jun-19                 Change 
  Balance Sheet and Capital Highlights                                                    YoY 
in thousands of GEL 
Total Assets                                          19,813,429  17,227,131*            15.0% 
Gross Loans                                           13,635,392  11,141,360             22.4% 
Customer Deposits                                     10,420,330  9,876,813              5.5% 
Total Equity                                          2,653,405   2,320,217*             14.4% 
Regulatory Common Equity Tier I Capital (Basel III)   1,631,006               1,678,050  -2.8% 
Regulatory Tier I Capital (Basel III)                 2,068,052   1,730,302              19.5% 
Regulatory Total Capital (Basel III)                  2,787,136   2,430,135              14.7% 
Regulatory Risk Weighted Assets (Basel III)           16,249,475  13,986,201             16.2% 
 
 

* Certain amounts do not correspond to the 2019 consolidated financial statement as they reflect the change in accounting policy for PPE from revaluation model to cost method in 2Q 2020.

 
 
Key Ratios                                   2Q'20     2Q'19     Change    1H'20    1H'19     Change YoY 
                                                                  YoY 
ROE                                           19. 5 %  21.1% *   -1. 6 pp  5.2%     22.8%*    -17.6 pp 
ROA                                           2.6%     3.0% *    -0.4 pp   0.7%     3.3% *    -2.6 pp 
NIM                                           4.3%     5.8%      -1.5 pp   4.7%     6.0%      -1.3 pp 
Cost to income                                38.5%    40.2%     -1.7 pp   37.4%    38.9%     -1.5 pp 
Standalone cost to income of the Bank [11]    32.3%    35.2%     -2.9 pp   31.9%    35.7%     -3.8 pp 
Cost of risk                                  0.0%**   1.1%      -1.1 pp   2.1%***  1.3%      0.8 pp 
NPL to gross loans                            2.9%     3.1%      -0.2 pp   2.9%     3.1%      -0.2 pp 
NPLs coverage ratio exc. collateral           134.7%   97.9%     36.8 pp   134.7%   97.9%     36.8 pp 
CET 1 CAR (Basel III)                         10.0%    12.0%     -2.0 pp   10.0%    12.0%     -2.0 pp 
Regulatory Tier 1 CAR (Basel III)             12.7%    12.4%     0.3 pp    12.7%    12.4%     0.3 pp 
Regulatory Total CAR (Basel III)              17.2%    17.4%     -0.2 pp   17.2%    17.4%     -0.2 pp 
Leverage (Times)                              7.5x     7.4x****  0.1x      7.5x     7.4x****  0.1x 
 
 

* Prior to change in PPE accounting policy from revaluation model to cost method, ROE stood at 20.7% and 22.3% for 2Q 2019 and 1H 2019, respectively, while ROA remained unchanged for both periods

** Ratio includes COVID-19 related TBC Kredit credit loss allowances for loans, in the amount of GEL 9.0 million, which given its non-recurring nature was not annualized

***Ratio includes COVID-19 related credit loss allowances for loans, in the amount of GEL 219.9 million, which given its non-recurring nature was not annualized

**** Prior to change in PPE accounting policy from revaluation model to cost method, Leverage stood at 7.3x for 2Q 2019 and 1H 2019

Letter from the Chief Executive Officer

I would like to present our financial and operating results for the second quarter and first half of 2020 and update you on recent economic developments in the country. I am pleased to say that the Georgian economy has started its recovery from the negative impacts of the pandemic and the performance of the group in the second quarter also fills me with confidence.

Georgia continues to manage the COVID-19 crisis effectively. The number of new cases remains very low and Georgia has been recognized by the EU as one of 13 epidemiologically safe countries outside the EU. International flights are expected to resume gradually starting from August, though a substantial recovery in tourism inflows is expected only in 2021. At the same time, remittances increased by 17.8% in June and exports have demonstrated much stronger dynamics than expected. The recovery in the domestic demand also appears strong, judging from the June imports rebound and rapid macro and sector indicators such as the increase in consumer spending and remittances ([12]) . Based on initial estimates, GDP declined by 7.7% in June, while it dropped by 16.6% and 13.5% in April and May, respectively. For the full year 2020, we maintain our earlier projection of around a 4.5-5.5% contraction of the economy and expect it to mostly recover to pre-crises levels in 2021.

Government policies play an important role in mitigating the impact of the crisis. An updated state budget was approved in June with the 2020 deficit planned at 8.5%, mostly financed by additional external borrowings of about USD 1.6 billion. These additional funding would be sufficient even in case the performance of the economy is worse than assumed in the baseline scenario, part of which would be allocated to create a fiscal buffer of around 5% of GDP. Together with the fiscal stimulus, the monetary and the financial sector supervision policies have also been supportive. The NBG has continued to intervene to stabilize the currency rate during the pandemic. In addition, the NBG gradually cut the monetary policy rate to support GEL lending, while keeping a close eye on the inflation rate in the light of current uncertainties. The confidence in the banking system, as well as increasing capital and liquidity levels, continue to support the recovery.

Resilient financial performance

In the first half 2020, our financial results were affected by the following non-recurring charges related to the COVID-19 pandemic:

-- a net modification loss of financial instruments, in the amount of GEL 34.2 million (out of which GEL 30.6 million ([13]) was accounted for in the first quarter and GEL 3.5 million ([14]) in the second quarter) to reflect the decrease in the present value of cash-flows resulting from the loan repayment grace periods granted to borrowers; and

-- an extra credit loss allowance booked in the first quarter, in the amount of GEL 215.7 million (or GEL 210.9 million for loans), to prepare for the potential impact of the COVID-19 pandemic on our borrowers. In the second quarter, we also created additional GEL 9.0 million COVID- 19 related credit loss allowance in our Azeri subsidiary, TBC Kredit.

Consequently, in the first half 2020, our consolidated net profit stood at GEL 69.2 million. Over the same period, return on equity stood at 5.2% and return on assets stood at 0.7%.

In the second quarter 2020, our consolidated net profit amounted to GEL 126.2 million, up by 5% year-on-year. The growth in net profit was driven by recoveries in credit loss allowances and a reduction in operating expenses, which offset the reduction in operating income resulting from the slowdown in business activities due to the pandemic. Over the same period, we experienced pressure on our net interest margin, which decreased by 0.8pp quarter-on-quarter and stood at 4.3%, mainly due to high liquidity and respective pressure on GEL funding, a decrease in Libor and Fed rates, as well as an increase in the average GEL exchange rate QoQ.

On the positive side, in the second quarter 2020, our cost of risk stood at 0.0% ([15]) and our cost-to-income ratio amounted to 38.5%, down by 1.7 pp year-on-year due to our increased focus on cost efficiency. Also, the Bank's standalone cost-to-income ratio ([16]) stood at 32.3% in the second quarter 2020, down by 2.9 pp year-on-year. As a result, our return on equity stood at 19.5% and return on assets stood at 2.6% over the same period.

In constant currency terms, our loan book remained broadly stable on a quarter-on-quarter basis, growing by 1.9%, while our deposits decreased by 2.6%. As a result, our market share in total loans and total deposits stood at 39.5% and 37.1% respectively as of 30 June 2020.

Our liquidity and capital positions remain strong. As of 30 June 2020, our net stable funding (NSFR) and liquidity coverage ratios (LCR) stood at 128% and 125% respectively. As expected, in the second quarter, we started to generate significant buffers for our capital and our CET1, Tier 1 and total capital ratios increased by 0.5%, 0.8% and 0.9% respectively and stood at 10.0%, 12.7% and 17.2% correspondingly, comfortably above the minimum requirements.

Operating performance and recent developments

Our market leading internet and mobile banking services have proved crucial during the pandemic, allowing our customers to conduct most of their transactions remotely. As a result, the number of internet or mobile banking users increased by 13% YoY and reached 633,000 ([17]) , leading to a 48% penetration level.

In terms of our strategic progress, I am delighted to inform you that on 29 June 2020, we launched our banking operation in Uzbekistan, initially in a pilot mode for "friends and family", and plan to extend our services to the broader population in fall 2020. In line with our asset-light and highly digitalized strategy, we will be serving our customers mainly through our online platform, Space, while our smart, next generation branches will be used primarily for client relationship purposes. The first pilot branch has already opened.

I am also delighted to inform you that as a testimony to our commitment towards the highest standards of corporate social responsibility, TBC Bank became a member of the FTSE4Good Index Series ([18]) in June 2020. In addition, TBC Bank has been also rated as low risk in terms of its ESG performance by Sustainalytics ([19]) based on its most recent review on 4(th) March 2020.

Furthermore, I would like to inform you about changes in our management board and Board of Directors. Giorgi Shagidze, deputy CEO and CFO and member of the Board of Directors, intends to leave the group at the end of 2020 to explore other opportunities in a different field and/or geography. He will continue to perform his duties until the year-end in order to ensure a smooth transition to his successor. I would like to thank Giorgi for his crucial contribution towards bringing the group to the next level over the past 10 years and wish him success in his future endeavors. I would also like to welcome our new Independent Non-Executive Director, Abhijit Akerkar. Mr Akerkar is an influential thought leader in Artificial Intelligence in banking and has 25 years of cross-disciplinary global experience operating at a strategic level at the forefront of technology with Lloyds Banking Group, McKinsey and Company, and HCL Technologies.

The board also intends to add one more independent non-executive director by the year-end and has commenced a search process to identify suitable candidates. The board intends to use this opportunity to further support diversity at the board level.

Finally, the bank was informed by the founders that they are taking steps to transfer their shares into a blind trust and expect this process to be completed before the year-end.

Outlook

Given the uncertainties associated with the COVID-19 pandemic, our focus in the short-term will be maintaining prudent capital and liquidity positions and, proactively managing asset quality and cost optimization. At the same time, we will concentrate our efforts on supporting existing customers to withstand the negative impacts of COVID-19 rather than the acquisition of new clients.

In the medium term (3 to 5 years), we remain committed to our guidance: ROE of above 20%, a cost to income ratio below 35%, a dividend payout ratio of 25-35% and loan book growth of around 10-15%.

I would like to finish my letter by expressing a deep appreciation to every single employee of the TBC Group for carrying on with their duties with professionalism and outstanding commitment during these challenging times.

Supporting stakeholders

Our stakeholders

TBC responded promptly to the spread of COVID-19 in its early stages by developing an anti-crisis plan for both employees and customers as well as extending its support to the community at large, while ensuring the financial stability of the Group, as discussed in the CEO letter.

Supporting our colleagues

First of all, for our front-offices staff, we have introduced appropriate social distancing and infection prevention measures

We also managed to change our operating model swiftly and started to move our back-office employees to remote working practices from mid-March. Already by the end of April, 95% of our back office-employees were working remotely. This turned out to be very effective, leading to increase in efficiency levels, creativity and employee happiness. We intend to extend this flexible working arrangement post pandemic whereby the majority of our staff can choose remote working.

We feel a responsibility towards the well-being of each of our 7,800 employees and therefore we have made a decision not to make any redundancies during this year. However, in order to keep our costs under control, senior management decided to forgo their entire bonuses for 2020 and LTIP grants for the 2020 cycle and also to

reduce the bonuses of middle and back-office   managers by 50% and 30%, respectively. 

Supporting our customers

We have promptly mobilized all our efforts to provide full support to our customers and help them recover from the negative impacts of the COVID-19 pandemic. In this regard, with close cooperation with the National Bank of Georgia and the government, we have implemented the following initiatives:

-- In March, we introduced a three-month grace period on principal and interest payments for individual and MSME customers as well as those corporate customers who are most affected by the current situation. The take-up rate per segments was as follows: 32%-corporate, 59%-MSME and 77%-retail;

-- In addition, starting from June 10th, we extended the grace period for a further three months to our most vulnerable retail and micro customers, based on specific qualification criteria. The take-up rate per segments was as follows: 5%-corporate, 24%-MSME and 29%-retail;

-- Since April, we have been actively participating in the government's support programme for MSME hotels, which envisages subsidies for 70-80% of interest on loans issued before 1st March 2020 for 6 months, based on certain criteria. In May, this programme was extended to large hotels as well. By the end of July, we have already received subsidies for around 265 loans, with a total outstanding loan amount of GEL 44 million.

-- Since second half of July, the Bank is also participating in the government loan guarantee programme, which envisages supporting certain businesses, which do not have sufficient collateral for a loan or do not meet some other underwriting criteria. Under this programme, the government will guarantee the repayment of 90% of the principal amount in case of a new loan, and 30% in case of a restructured loan. A total of GEL 300 million has been allocated by the government to this programme; according to our estimates, 34% of this amount could be utilized by TBC Bank. By the end of July, we have received guarantees for 8 loans, with a total amount of GEL 6 million.

-- From beginning of July, we started issuing loans under government support programmes for developers allowing customers to get a 4% interest subsidy or receive a 20% guarantee (in case of minimum 10% participation from the borrower side) for purchasing new apartments under GEL 200,000 for a duration of 5 years. By the end of July, we have disbursed around 283 such loans with a total amount of GEL 27 million.

Furthermore, we have provided additional incentives to our customers to use our market-leading digital banking platform, such as a temporary waiver of fees on money transfers and utilities payments in internet and mobile banking.

Supporting our communities

In order to support the Georgian population and reduce the damage caused by COVID-19, we have launched a special programme called #TBCforyou. Within the scope of this programme, we have undertaken several projects, including the following:

-- More than 1,000 elderly people living in the capital and regions received food, medicine and other safety items;

-- TBC has purchased 10,000 COVID-19 rapid tests and handed them over to the Ministry of Health;

-- TBC has purchased laptops for 161 socially vulnerable students at six universities as well as for 100 socially vulnerable senior-grade students residing in different regions of Georgia. TBC will also cover their monthly internet fee until the end of the school year;

-- TBC and VISA have launched a new initiative for companies called "Create your own online store", which helps companies to create their online store in a short period of time;

-- A special platform was launched to allow people to support their favorite Georgian company by transferring money in return for a voucher, which they would be able to redeem once the business could operate normally.

Economic Overview

Economic growth

Real GDP increased by 2.2% in the first quarter of 2020, already reflecting the economic damage caused by the spread of COVID-19 globally, though maintaining the positive dynamics carried over from the strong growth in 2019 (5.1% YoY). Thereafter, as strict mobility restrictions were introduced, the economy contracted by 16.6% in April, 13.5% in May and 7.7% in June. Accordingly, the Georgian economy dropped by 5.8% in the first half months of 2020 YoY. All sectors of the economy registered declines as the economy continued to operate under the strict mobility restrictions during for most of May. The smaller decrease in GDP in June compared to the previous two months is attributable to the removal of most of the restrictions starting from the end of May. As most of the sectors have been allowed to reopen in June, the annual GDP decline should continue to moderate going forward. According to TBC Capital estimates, in the baseline scenario the GDP drop is expected to be 4.5-5.5% before recovering by 4.0-5.0% in 2021. So far, the actual numbers remain broadly consistent with TBC Capital projections.

External sector

The tourism industry has been hit the hardest as tourism inflows went down by an estimated 96.7% YoY in 2Q 2020, following a 26.1% drop in 1Q 2020. Regular flights remain halted and will only gradually start to recover in August. Epidemiological developments in neighboring countries, which make up almost half of the total tourism revenues, also remain challenging. Much of 2020 is likely to be lost for the tourism industry, with domestic tourism compensating for only a fraction of the loss. On the other hand, Georgia maintains an image of being a safe destination as the spread of COVID-19 is at very low levels. This, together with its proven potential as an attractive tourism destination, should help the country to regain its position relatively quickly once the virus is contained.

The spread of COVID-19 and related restrictions have translated into a sharp adjustment of external trade in 2Q 2020, with exports of goods down by 24.8% YoY and imports by 32.8% YoY. The decline of exports moderated to 14.0% YoY in June from a 31.3% YoY decline in May 2020. The fall in imports also softened to 17.2% YoY (-36.8% YoY in May). Despite a continued improvement in the balance of trade in goods, the rate of improvement is starting to worsen as the recovery of domestic demand is quite strong. At the same time, stronger than expected performance in the remittance inflows is observed. Specifically, remittance inflows fell by 10.9% YoY in 2Q 2020, reflecting limited economic activity in most remitting countries. However, a recovery within the quarter was apparent as it moved from a low point of -42.3% YoY in April 2020 to strong growth of 17.6% in June 2020, though some of the recovery in digital transfers could be due to the restrictions of physical travel.

FDI inflows in Georgia shrank by -41.7% YoY to USD 165.4 million in 1Q 2020, with the decline attributable to uncertainties related to COVID-19 along with one-off factors such as the completion of a BP pipeline project and transferring company ownerships from non-resident to resident units. The reinvestment of earnings made up slightly more than 80% of total FDI inflows, while debt and equity inflows shrank dramatically compared to the same period in the previous year.

The current account balance to GDP ratio stood at -11.0% in 1Q 2020, down 4.1 PP YoY. The widening CA deficit mostly reflects the worsened trade balance in goods (from -20.8% of GDP to -23.4% of GDP) as well as a lower surplus in services trade (from 9.7% of GDP to 6.6% of GDP), mostly on the back of declined tourism inflows. Current transfers somewhat improved, while the income account widened moderately. On the financing side, net FDI inflows almost halved from 6.4% of GDP in 1Q 2019 to 3.3% of GDP in 1Q 2020. At the same time, NBG selling reserves (2.6% of GDP) and other borrowings attracted mostly by commercial banks covered higher the CA deficit in 1Q 2020.

Fiscal stimulus

Key budget parameters were revised substantially to accommodate a stimulus package to support the economy amid the COVID-19 related fallout. The budget deficit is currently projected at 8.5% of GDP for 2020, mostly to be financed by the additional external borrowing amounting to USD 1.6 billion. Higher spending will be diverted to both social spending as well as to support crisis-affected sectors. More importantly, secured funding is enough to finance the increased budget deficit, as well as to create a buffer of GEL 2.7 billion (5.4% of GDP), which will be available in case of further deterioration of the macro scenario, compared with the baseline one.

Credit growth

Bank credit growth also moderated to 13.9% YoY on FX adjusted terms as of June 2020, compared to 17.1% YoY growth by the end of 1Q 2020. In terms of the segments, corporate lending slowed to 22.6% from the 28.7% YoY growth registered in March 2020, while MSME lending also weakened to 14.1% YoY compared to 17.1% YoY in March. At the same time, retail lending, with 7.1% YoY growth by the end of 2Q 2020, remained relatively stable as weakening in the mortgage lending was partly offset by improving growth in non-mortgage loans. The latest indicators point to a recovery in mortgage credit, which was also supported by the relevant state housing stimulus package. However, on QoQ basis the growth was limited as expected.

Inflation, monetary policy and the exchange rate

Following an uptick in inflation in April and May 2020, mostly reflecting the increase of food prices, annual inflation retreated to 6.1% in June 2020 on the back of monthly decline of food prices as well as a continued fall in energy inflation. On the other hand, core inflation, the gauge of prices excluding energy and food, continued to accelerate to 6.6% YoY in June, compared to 3.7% YoY in March 2020. It is likely that the lagged effects of the undervalued exchange rate, coupled with the additional cost of companies related to the COVID-19 restrictions, are putting upward pressure on inflation. Despite some likely short-term effects of increasing costs, annual inflation is expected to continue to decline, reflecting the relative stability of the effective exchange rate, downward pressure from lower aggregate demand and the high base effects from the previous year. While commodity prices eased inflation pressures in the previous months, the effect going forward may reverse due to the solid recovery in oil and a number of other key commodity prices.

The NBG continued to ease monetary policy and delivered a 1 .0 pp rate cut year-to-date, bringing the policy rate to 8.0% compared to 9.0% by the end of 2019. Despite still considerable uncertainties surrounding developments in aggregate demand, per the latest NBG projections, inflation is expected to decline towards the target rate of 3% in the first half of 2021.

As of the end of June 2020, the USD/GEL exchange rate of GEL depreciated by 17.0% YoY, while the EUR/GEL exchange rate depreciated by 5.5% YoY. The real effective exchange rate (REER) of the GEL weakened by 2.1% YoY in June 2020 while it appreciated by 1.4% MoM. The GEL REER likely remains undervalued from the medium as well as from the long-term perspective. NBG actively intervenes in the FX market to largely compensate the shortage of inflows. As of the end of July, NBG sold USD 270 million via the FX interventions (additional USD 11.5 million was sold on the interbank market without FX auctions in the first half of the year). NBG's International reserves, coupled with additional external borrowings in the amount of USD 1.6 billion as mentioned above, are expected to be sufficient to continue to supply FX to the market.

Going forward

According to the World Bank's Global Economic Prospects, which were updated in June 2020 [20] , the Georgian economy is expected to drop by 4.8% in 2020 and recover by 4% in 2021, which is broadly consistent with TBC Capital's projection of a 4.5-5.5% decline and a 4.0-5.0% recovery. Nevertheless, risks to the outlook remain considerable, but are likely mostly in the short term rather than the medium term. Once the virus is contained, the Georgian economy is likely to return to its trend growth rate of around 5.2%, as also indicated by the IMF's medium term projections [21] . Also, Georgia is well placed to benefit from some emerging opportunities related to potential changes in the structure of global supply chains as well as the increased tendency of teleworking.

More information on the Georgian economy and financial sector can be found at www.tbccapital.ge

Unaudited Consolidated Financial Results Overview for 2Q 2020

This statement provides a summary of the unaudited business and financial trends for 2Q 2020 for TBC Bank Group plc and its subsidiaries. The quarterly financial information and trends are unaudited.

TBC Bank Group PLC financial results are prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union ("EU") and the Companies Act 2006 applicable to companies reporting under IFRS.

Changes in accounting policies, IAS 16

In 2Q 2020, the accounting policy in relation to subsequent measurement of land, buildings and construction in progress was changed from the revaluation model to the cost model. This led to the restatement of appropriate balance sheet amounts, in 1Q 2020 and 2019, while no material impact was recorded in the income statement.

Net Interest Income

In 2 Q 2020, net interest income amounted to GEL 184.4 million, down by 6.6% YoY and 11.3% on a QoQ basis.

The YoY increase in interest income by GEL 52.8 million or 15.5% was primarily related to an increase in interest income from loans, which was driven by an increase in the gross loan portfolio of GEL 2,494.0 million, or 22.4%. This was partially offset by a 1.3 pp drop in loan yields across all segments, mainly related to decrease in Libor rate, currency devaluation, change in segment mix towards corporate, as well as competition.

Over the same period, interest expense increased by GEL 62.9 million, or 42.0%, mainly driven by an increase in interest expense from Senior and AT1 Bonds issued in June and July 2019 , respectively in the total amount of US$ 425 million, as well as an increase in the average balance of the NBG loan. Overall, the GEL cost of funding increased by 1.5 pp YoY mainly driven by an increase in the refinance rate as well as increased cost of GEL deposits. Over the same period, FC cost of funding remained unchanged despite the decrease in Libor rate, which was offset by cost of debt securities issued , as mentioned above.

The slight decrease in interest income on a QoQ basis by GEL 1.7 million or 0.4% was mainly triggered by a decrease in income from mandatory reserves placed at NBG due to the drop in the Federal funds rate. This decrease was partially offset by the increase in interest income from investment securities, in line with a growth in the respective portfolio of GEL 367.0 million or 17.9% over the same period.

QoQ interest expense increased by GEL 17.3 million, or 8.9%, which was primarily driven by increase in the interest expense on GEL borrowed funds from the NBG, related to an increase in the respective average balance mainly due to the change in GEL funding sources. This increase more than offset by the decrease in the refinance rate. The FC cost of funding remained unchanged despite a decrease in Libor rate, which was offset by a slight change in liability structure towards IFI funding.

Since 4Q 2019, we have re-classified net gains from currency swaps from other operating income to net interest income. In 2Q 2020, our net gains from currency swaps decreased by 43.1% Y oY and 53.7% on a QoQ basis driven by the decline in the interest rate spread on the international markets, due to a decline in federal funds rate. More information about the re-classification is given in annex 3 on page 40.

In 2Q 2020, our NIM stood at 4.3%, down by 1.5 pp YoY and 0.8 pp on a QoQ basis.

 
In thousands of GEL             2Q'20      1Q'20      2Q'19      Change   Change QoQ 
                                                                  YoY 
Interest income                 393,114    394,779    340,301    15.5%    -0.4% 
Interest expense                (212,714)  (195,377)  (149,820)  42.0%    8.9% 
Net gains from currency swaps   3,965      8,557      6,967      -43.1%   -53.7% 
Net interest income             184,365    207,959    197,448    -6.6%    -11.3% 
 
NIM                             4.3%       5.1%       5.8%       -1.5 pp  -0.8 pp 
 
 

Net fee and commission income

In 2Q 2020, net fee and commission income totalled GEL 39.5 million, down by 9.2% YoY and 9.3% QoQ.

The YoY decrease was mainly related to a reduction i n other net fee and commission income due to a decrease in cash transactions, as well as a decline in net fee and commission income from card operations, on the back of the slow-down of economic activity due to the COVID-19 pandemic. Furthermore, starting from 4Q 2019 we reclassified certain fees from our Uzbek subsidiary Payme (Inspired LLC) from other sub-category to settlement transactions, in the amount of GEL 3.6 million in 2Q 2020 . The decrease was partially offset by an increase in guarantees issued and letters of credit due to an increase in the respective portfolio.

On a QoQ basis, all major categories decreased due to the slowdown in business activities related to the COVID-19 pandemic. This effect was slightly offset by an increase in guarantees issued and letters of credit, due to increase in average portfolio.

 
In thousands of GEL                       2Q'20   1Q'20   2Q'19   Change YoY  Change QoQ 
Net fee and commission income 
Card operations                           10,962  12,540  11,773  -6.9%       -12.6% 
Settlement transactions                   18,169  19,843  15,118  20.2%       -8.4% 
Guarantees issued and letters of credit   9,498   8,421   7,155   32.7%       12.8% 
Other                                     888     2,748   9,488   -90.6%      -67.7% 
Total net fee and commission income       39,517  43,552  43,534  -9.2%       -9.3% 
 

Other Non-Interest Income

Total other non-interest income decreased by 16.5% YoY and 32.5% QoQ, amounting to GEL 26.2 million in 2Q 2020.

Both the YoY and QoQ decreases were mainly related to a decline in net income from foreign currency operations. The former decrease was mainly attributable to the reduced scale of FX transactions across all segments, as a result of lower economic activities, as well as the reduced margin due to lower volatility.

Net insurance premium earned after claims and acquisition costs increased by 26.3% YoY, mainly related to the overall increase in the scale of the insurance business as well as decrease in claims during the lock-down period related to COVID-19 pandemic. More information about TBC insurance can be found in Annex 4 on page 41.

 
In thousands of GEL                                                    2Q' 20  1Q'20   2Q'19   Change YoY  Change QoQ 
Other non-interest income 
Net income from foreign currency operations                            19,137  28,642  23,167  -17.4%      -33.2% 
Net insurance premium earned after claims and acquisition costs [22]   5,481   4,800   4,338   26.3%       14.2% 
Other operating income                                                 1,543   5,302   3,815   -59.6%      -70.9% 
Total other non-interest income                                        26,161  38,744  31,320  -16.5%      -32.5% 
 
 

Credit Loss Allowance

Credit loss allowance for loans in 1Q 2020 amounted to GEL 241.0 million, out of which GEL 210.9 million was COVID-19 related as disused on page 5. The largest impact comes from the retail segment, followed by the MSME. In 2Q 2020, total credit loss allowance was mainly driven by MSME and corporate segments, which was offset by recovery of provisions in retail segment. In addition, 2Q credit loss allowances includes COVID-19 related TBC Kredit credit loss allowances for loans in the amount of GEL 9.0 million.

 
In thousands of GEL             2Q'20     1Q'20      2Q'19     Change  Change 
                                                                YoY     QoQ 
Credit loss allowance for 
 loan to customers              (8,191)   (241,025)  (30,067)  -72.8%  -96.6% 
Credit loss allowance for 
 other transactions             (3,123)   (6,712)    (3,305)   -5.5%   -53.5% 
Total credit loss allowance     (11,314)  (247,737)  (33,372)  -66.1%  -95.4% 
Operating income after credit 
 loss allowance                 238,729   42,518     238,930   -0.1%   NMF 
 
Cost of risk                    0.0%*     2.6%**     1.1%      -1.1    -2.6 
                                                                pp      pp 
 

* Ratio includes COVID-19 related TBC Kredit credit loss allowances for loans, in the amount of GEL 9.0 million, which given its non-recurring nature was not annualized

** Ratio includes COVID-19 related credit loss allowances for loans, in the amount of GEL 210.9 million, which given its non-recurring nature was not annualized

NMF - no meaningful figures

Operating Expenses

In 2Q 2020, we continue to implement cost efficiency across all levels. As a result, in 2Q 2020 our operating expenses decreased by 11.9% YoY and 9.0% QoQ. The reduction was mainly related to decrease in administrative and other expenses due to the COVID-19 effects and included discretionary administrative expenses such as advertising, marketing and consultation services as well as the impact from renegotiated rent expenses per IFRS 16 in the amount of GEL 4.2 million.

As a result, in 2Q 2020, our cost to income ratio stood at 38.5%, down by 1.7 pp YoY and up by 2.0 pp QoQ, while our standalone cost to income stood at 32.3% down by 2.9 pp YoY and up by 0.8 pp on a QoQ basis.

 
In thousands of GEL                         2Q'20     1Q'20      2Q'19      Change YoY  Change QoQ 
Operating expenses 
Staff costs                                 (57,204)  (56,802)   (58,886)   -2.9%       0.7% 
Provisions for liabilities and charges      (59)      136        1,241      NMF         NMF 
Depreciation and amortization               (16,427)  (15,788)   (15,955)   3.0%        4.0% 
Administrative & other operating expenses   (22,641)  (33,375)   (35,783)   -36.7%      -32.2% 
Total operating expenses                    (96,331)  (105,829)  (109,383)  -11.9%      -9.0% 
 
Cost to income                              38.5%     36.5%      40.2%      -1.7%       2.0 pp 
Standalone Cost to income*                  32.3%     31.5%      35.2%      -2.9 pp     0.8 pp 
 

* For the ratio calculation all relevant group recurring costs are allocated to the bank

NMF - no meaningful figures

Net Income

In 2Q 2020, we generated GEL 126.2 million in net profit up by 5.0% YoY, mainly due to recoveries in credit loss allowance and a decrease in operating expenses, which were offset by the reduction in operating income due to COVID-19 pandemic.

As a result, our ROE stood at 19.5%, down by 1.6 pp YoY, while ROA stood at 2.6%, down by 0.4 pp YoY.

 
In thousands of GEL                                  2Q'20     1Q'20     2Q'19    Change YoY  Change QoQ 
Losses from modifications of financial instruments   (3,527)   (30,643)  -        NMF         -88.5% 
Profit before tax                                    138,871   (93,954)  129,547  7.2%        NMF 
Income tax expense                                   (12,665)  36,948    (9,329)  35.8%       NMF 
Profit for the period                                126,206   (57,006)  120,218  5.0%        NMF 
 
ROE                                                  19.5%     n/a       21.1%*   -1.6 pp     NMF 
ROA                                                  2.6%      n/a       3.0%*    -0.4 pp     NMF 
 

* Prior to change in PPE accounting policy from revaluation model to cost method, ROE stood at 20.7% while ROA remained unchanged in 2Q 2019

Funding and Liquidity

As of 30 June 2020, the total liquidity coverage ratio, as defined by the NBG, was 124.8 % , above the 100% limit, while the LCR in GEL and FC stood at 141.0% and 117.3% respectively, above the respective limits of 75% and 100%.

However, in the light of COVID-19 pandemic, starting from May 2019, NBG removed minimum requirement on GEL LCR of 75%, for one year period. Despite ease of requirement, our internal limit of 75% remains unchanged and we continue to operate with high liquidity buffers.

As of 30 June 2020, NSFR stood at 127.5%, compared to the regulatory limit of 100%, effective from September 2019.

 
                                                                30-Jun-20  31-Mar-20  Change 
 
 
Minimum net stable funding ratio, as defined by the NBG         100%       100%       00 pp 
Net stable funding ratio as defined by the NBG                  127.5%     124.7%     2.8 pp 
 
               Net loans to deposits + IFI funding              105.3%     101.8%     3.5 pp 
Leverage (Times)                                                7.5x       7.9x*      -0.4x 
 
Minimum liquidity ratio, as defined by the NBG                  30.0%      30.0%      0.0 pp 
Liquidity ratio, as defined by the NBG                          39.2%      30.6%      8.6 pp 
 
Minimum total liquidity coverage ratio, as defined by the NBG   100.0%     100.0%     0.0 pp 
Minimum LCR in GEL, as defined by the NBG                       n/a        75.0%      NMF 
Minimum LCR in FC, as defined by the NBG                        100.0%     100.0%     0.0 pp 
 
Total liquidity coverage ratio, as defined by the NBG           124.8%     107.6%     17.2 pp 
LCR in GEL, as defined by the NBG                               141.0%     107.0%     34.0 pp 
LCR in FC, as defined by the NBG                                117.3%     107.8%     9.5 pp 
 

* Prior to change in PPE accounting policy from revaluation model to cost method, Leverage stood at 7.8x as of 31 March 2020

Regulatory Capital

As expected, in 2Q we started to generate sufficient capital buffers and our CET1, Tier 1 and Total Capital ratios increased by 0.9%, 0.7% and 0.5% respectively QoQ.

In 2Q, CET1 increased by 7.4% QoQ mainly due to net income generation, while Tier1 and Total Capital grew by only 4.0% and 0.7% respectively, since AT1 bonds and subordinated loans are denominated in FX and are thus negatively affected by GEL appreciation.

The QoQ decrease in RWA was mainly driven by the GEL appreciation in 2Q.

 
In thousands of GEL             30-Jun-20   31-Mar-20   Change QoQ 
 
CET 1 Capital                   1,631,006   1,518,950   7.4% 
Tier 1 Capital                  2,068,052   1,987,693   4.0% 
Total Capital                   2,787,136   2,767,850   0.7% 
Total Risk-weighted Exposures   16,249,475  16,604,960  -2.1% 
 
 
 
Minimum CET 1 ratio                    6.9%   6.9%   0.0 pp 
CET 1 Capital adequacy ratio           10.0%  9.1%   0.9 pp 
 
Minimum Tier 1 ratio                   8.7%   8.8%   -0.1 pp 
Tier 1 Capital adequacy ratio          12.7%  12.0%  0.7 pp 
 
Minimum total capital adequacy ratio   13.3%  13.3%  0.0 pp 
Total Capital adequacy ratio           17.2%  16.7%  0.5 pp 
 

Loan Portfolio

As of 30 June 2020, the gross loan portfolio reached GEL 13,635.4 million, down by 2. 1 % QoQ or up by 1.9% at a constant currency basis. The slowdown in lending relates to COVID-19 pandemic. The proportion of gross loans denominated in foreign currency decreased by 1.7 pp QoQ and accounted for 60.7% of total loans, while on a constant currency basis the proportion of gross loans denominated in foreign currency increased by 0.1 pp QoQ and stood at 62.3%.

As of 30 June 2020, our market share in total loans stood at 39.5%, up by 0.1 pp QoQ. Our loan market share in legal entities was 39.2%, up by 0.7 pp over the same period, and our loan market share in individuals stood at 39.9%, down by 0.4 pp QoQ.

 
In thousands of GEL                     30-Jun-20   31-Mar-20   Change QoQ 
Loans and advances to customers 
 
Retail                                  5,358,723   5,485,120   -2.3% 
Retail loans GEL                        2,550,110   2,445,016   4.3% 
Retail loans FC                         2,808,613   3,040,104   -7.6% 
Corporate                               5,070,563   5,209,833   -2.7% 
Corporate loans GEL                     1,331,062   1,358,616   -2.0% 
Corporate loans FC                      3,739,501   3,851,217   -2.9% 
MSME                                    3,206,106   3,234,687   -0.9% 
MSME loans GEL                          1,470,959   1,432,858   2.7% 
MSME loans FC                           1,735,147   1,801,829   -3.7% 
Total loans and advances to customers   13,635,392  13,929,640  -2.1% 
 
 
                            2Q'20  1Q'20  2Q'19  Change YoY  Change QoQ 
Loan yields                 9.7%   10.3%  11.0%  -1.3%       -0.6% 
Loan yields GEL             15.0%  15.5%  15.6%  -0.6%       -0.5% 
Loan yields FC              6.5%   6.8%   7.8%   -1.3%       -0.3% 
Retail Loan Yields          10.5%  11.2%  12.2%  -1.7%       -0.7% 
Retail loan yields GEL      15.7%  16.7%  18.4%  -2.7%       -1.0% 
Retail loan yields FC       6.1%   6.4%   7.3%   -1.2%       -0.3% 
Corporate Loan Yields       8.7%   9.0%   8.8%   -0.1%       -0.3% 
Corporate loan yields GEL   13.3%  13.3%  9.9%   3.4%        0.0% 
Corporate loan yields FC    7.0%   7.2%   8.4%   -1.6%       -0.2% 
MSME Loan Yields            10.2%  10.8%  11.5%  -1.3%       -0.6% 
MSME loan yields GEL        15.2%  15.6%  15.5%  -0.3%       -0.4% 
MSME loan yields FC         6.1%   6.4%   7.8%   -1.7%       -0.3% 
 

Loan Portfolio Quality

Total PAR 30 decreased by 1.0 pp on QoQ basis and stood at 1.3%. The decrease was driven by an improved performance across all segments. Our total NPLs stood at 2.9% and remained flat QoQ. However, COVID-19 impact has not been yet realized in those ratios mainly due to grace period offered to our customers.

 
              30-Jun-20  31-Mar-20  Change QoQ 
  Par 30 
Retail        1.3%       2.4%       -1.1 pp 
Corporate     0.6%       1.6%       -1.0 pp 
MSME          2.3%       3.2%       -0.9 pp 
Total Loans   1.3%       2.3%       -1.0 pp 
 
 
 
Non-performing Loans   30-Jun-20  31-Mar-20  Change QoQ 
Retail                 3.0%       2.9%       0.1 pp 
Corporate              2.0%       2.1%       -0.1 pp 
MSME                   4.2%       4.3%       -0.1 pp 
Total Loans            2.9%       2.9%       0.0 pp 
 
 
NPL Coverage   Jun-20                             Mar-20 
               Exc. Collateral  Incl. Collateral  Exc. Collateral  Incl. Collateral 
Retail         187.6%           266.5%            199.5%           277.0% 
Corporate      108.2%           268.3%            99.6%            238.4% 
MSME           91.9%            206.7%            84.7%            201.5% 
Total          134.7%           246.7%            133.8%           241.0% 
 
 

Cost of risk

Total cost of risk decreased by 1.1 pp YoY and 2.6 pp on QoQ basis and stood at 0.0%. Cost of risk in 2Q also includes the COVID-19 related TBC Kredit credit loss allowances for loans, in the amount of GEL 9.0 million, which given its non-recurring nature has not been annualized.

In 2Q 2020, CoR was mainly driven by the charges in MSME and corporate segments, which were offset by reversal of credit loss allowances in retail segment.

 
Cost of     2Q'20*  1Q'20**  2Q'19  Change YoY  Change 
 Risk                                            QoQ 
 
Retail      -0.7%   4.6%     2.4%   -3.1 pp     -5.3 pp 
Corporate   0.3%    0.7%     -0.5%  0.8 pp      -0.4 pp 
MSME        1.0%    2.1%     0.9%   0.1 pp      -1.1 pp 
Total       0.0%    2.6%     1.1%   -1.1 pp     -2.6 pp 
 

* Cost of risk in 2Q 2020 includes COVID-19 related TBC Kredit credit loss allowances for loans, in the amount of GEL 9 million, which given its non-recurring nature has not been annualized

** Cost of risk in 1Q 2020 includes COVID-19 related credit loss allowances for loans, in the amount of GEL 210.9 million, which given its non-recurring nature has not been annualized

Deposit Portfolio

The total deposits portfolio decreased by 7.0% QoQ and amounted to GEL 10,420.3 million, while on a constant currency basis, the deposit portfolio decreased by 2.6 pp. Furthermore, the decrease in the corporate segment was related to high liquidity, as well as currency appreciation in 2Q 2020. Without currency effect, the corporate book would have decreased by 14.6% QoQ. We have not observed any material impact on our deposit portfolio due to COVID-19.

The proportion of deposits denominated in foreign currency dropped by 0.6 pp QoQ and accounted for 65.6% of total deposits, while on a constant currency basis the proportion of deposits denominated in foreign currency decreased by 0.9 pp QoQ and stood at 67.2%.

As of 30 June 2020, our market share in deposits amounted to 37.1%, down by 2.7 pp QoQ and our market share in deposits to legal entities stood at 35.9%, down by 6.3 pp over the same period. Our market share in deposits to individuals stood at 38.1%, up by 0.2% QoQ.

 
In thousands of GEL       30-Jun-20   31-Mar-20   Change QoQ 
Customer Accounts 
 
Retail                    6,019,291   6,166,759   -2.4% 
Retail deposits GEL       1,192,734   1,049,071   13.7% 
Retail deposits FC        4,826,557   5,117,688   -5.7% 
Corporate                 3,222,718   3,892,288   -17.2% 
Corporate deposits GEL    1,833,301   2,248,487   -18.5% 
Corporate deposits FC     1,389,417   1,643,801   -15.5% 
MSME                      1,178,321   1,150,103   2.5% 
MSME deposits GEL         555,530     483,750     14.8% 
MSME deposits FC          622,791     666,353     -6.5% 
Total Customer Accounts   10,420,330  11,209,150  -7.0% 
 
 
                           2Q'20  1Q'20  2Q'19  Change  Change 
                                                 YoY     QoQ 
Deposit rates              3.4%   3.5%   3.4%   0.0%    -0.1% 
Deposit rates GEL          6.4%   6.4%   5.8%   0.6%    0.0% 
Deposit rates FC           1.9%   1.9%   2.1%   -0.2%   0.0% 
Retail Deposit Yields      3.0%   2.8%   3.0%   0.0%    0.2% 
Retail deposit rates GEL   6.0%   5.4%   5.3%   0.7%    0.6% 
Retail deposit rates FC    2.3%   2.3%   2.4%   -0.1%   0.0% 
Corporate Deposit Yields   5.1%   5.3%   4.9%   0.2%    -0.2% 
Corporate deposit rates 
 GEL                       7.9%   8.2%   7.2%   0.7%    -0.3% 
Corporate deposit rates 
 FC                        1.4%   1.5%   1.8%   -0.4%   -0.1% 
MSME Deposit Yields        0.9%   0.9%   1.0%   -0.1%   0.0% 
MSME deposit rates GEL     1.6%   1.5%   1.5%   0.1%    0.1% 
MSME deposit rates FC      0.4%   0.3%   0.3%   0.1%    0.1% 
 

Segment definition and PL

Business Segments

The segment definitions are as follows:

-- Corporate - a legal entity/group of affiliated entities with an annual revenue exceeding GEL 12.0 million or which have been granted facilities with more than GEL 5.0 million. Some other business customers may also be assigned to the corporate segment or transferred to the MSME segment on a discretionary basis;

-- Retail - non-business individual customers; all individual customers are included in retail deposits;

-- MSME - business customers who are not included in the corporate segment; or legal entities which have been granted a pawn shop loan; or individual customers of the fully-digital bank, Space; and

-- Corporate centre and other operations - comprises the Treasury, other support and back office functions, and non-banking subsidiaries of the Group.

Business customers are all legal entities or individuals who have been granted a loan for business purposes.

Income Statement by Segments

 
2Q'20                                Retail    MSME      Corporate  Corp.Centre  Total 
Interest income                      141,343   81,388    114,371    56,012       393,114 
Interest expense                     (45,530)  (2,829)   (41,765)   (122,590)    (212,714) 
Net gains from currency swaps        -         -         -          3,965        3,965 
Net transfer pricing                 (14,174)  (32,961)  (1,409)    48,544       - 
Net interest income                  81,639    45,598    71,197     (14,069)     184,365 
Fee and commission income            43,615    5,009     12,673     3,741        65,038 
Fee and commission expense           (20,686)  (2,378)   (2,087)    (370)        (25,521) 
Net fee and commission income        22,929    2,631     10,586     3,371        39,517 
Net insurance premium earned 
 after claims and acquisition 
 costs                               -         -         -          5,481        5,481 
Net income from foreign currency 
 operations                          7,769     5,789     10,462     (11,542)     12,478 
Foreign exchange translation 
 gains less losses/(losses 
 less gains)                         -         -         -          6,659        6,659 
Net gains/(losses) from derivative 
 financial instruments               -         -         -          (13)         (13) 
Gains less Losses from Disposal 
 of Investment Securities Measured 
 at Fair Value through Other 
 Comprehensive Income                -         -         -          (1,480)      (1,480) 
Other operating income               941       65        210        1,867        3,083 
Share of profit of associates        -         -         -          (47)         (47) 
Other operating non-interest 
 income and insurance profit         8,710     5,854     10,672     925          26,161 
Credit loss allowance for 
 loans to customers                  5,671     (10,629)  (3,233)    -            (8,191) 
Credit loss allowance for 
 performance guarantees and 
 credit related commitments          773       184       270        -            1,227 
Credit loss allowance for 
 investments in finance lease        -         -         -          (3,408)      (3,408) 
Credit loss allowance for 
 other financial assets              128       -         (282)      (834)        (988) 
Credit loss allowance for 
 financial assets measured 
 at fair value through other 
 comprehensive income                -         -         140        (94)         46 
Profit/(loss) before G&A expenses 
 and income taxes                    119,850   43,638    89,350     (14,109)     238,729 
Losses from modifications 
 of financial instruments            (1,347)   (290)     (1,610)    (280)        (3,527) 
Staff costs                          (27,407)  (11,102)  (7,822)    (10,873)     (57,204) 
Depreciation and amortization        (10,915)  (2,750)   (1,027)    (1,735)      (16,427) 
Provision for liabilities 
 and charges                         -         -         -          (59)         (59) 
Administrative and other operating 
 expenses                            (10,823)  (3,525)   (2,396)    (5,897)      (22,641) 
Operating expenses                   (49,145)  (17,377)  (11,245)   (18,564)     (96,331) 
Profit/(loss) before tax             69,358    25,971    76,495     (32,953)     138,871 
Income tax expense                   (7,204)   (1,833)   (4,206)    578          (12,665) 
Profit/(loss) for the year           62,154    24,138    72,289     (32,375)     126,206 
 

Consolidated Financial Statements of TBC Bank Group PLC

 
Consolidated Balance Sheet 
In thousands of GEL                                                               Jun-20      Mar-20 
Cash and cash equivalents                                                         981,803     1,127,242 
Due from other banks                                                              30,879      34,699 
Mandatory cash balances with National Bank of Georgia                             1,794,010   1,900,285 
Loans and advances to customers                                                   13,105,988  13,388,126 
Investment securities measured at fair value through other comprehensive income   1,082,520   999,578 
Bonds carried at amortized cost                                                   1,335,415   1,051,603 
Investments in finance leases                                                     270,172     281,717 
Investment properties                                                             70,716      70,926 
Current income tax prepayment                                                     36,703      25,771 
Deferred income tax asset                                                         7,470       21,472* 
Other financial assets                                                            174,378     188,196 
Other assets                                                                      258,349     245,359 
Premises and equipment                                                            345,064     343,193* 
Right of use assets                                                               62,865      58,182 
Intangible assets                                                                 194,689     181,283 
Goodwill                                                                          60,296      62,108 
Investments in associates                                                         2,112       2,792 
TOTAL ASSETS                                                                      19,813,429  19,982,532* 
LIABILITIES 
Due to credit institutions                                                        4,403,406   3,767,185 
Customer accounts                                                                 10,420,330  11,209,150 
Lease liabilities                                                                 65,937      66,513 
Other financial liabilities                                                       138,749     139,223 
Current income tax liability                                                      692         465 
Debt Securities in issue                                                          1,396,141   1,488,024 
Deferred income tax liability                                                     5           5 
Provisions for liabilities and charges                                            25,558      25,861 
Other liabilities                                                                 80,557      77,743 
Subordinated debt                                                                 628,649     683,227 
TOTAL LIABILITIES                                                                 17,160,024  17,457,396 
EQUITY 
Share capital                                                                     1,682       1,682 
Shares held by trust                                                              (34,451)    (34,451) 
Share premium                                                                     848,459     848,459 
Retained earnings                                                                 2,029,545   1,904,716* 
Group re-organisation reserve                                                     (162,166)   (162,167) 
Share based payment reserve                                                       (31,808)    (36,177) 
Revaluation reserve for premises                                                  -           - 
Fair value reserve                                                                (1,492)     (1,454) 
Cumulative currency translation reserve                                           (5,685)     (3,683) 
Net assets attributable to owners                                                 2,644,084   2,516,925* 
Non-controlling interest                                                          9,321       8,211* 
TOTAL EQUITY                                                                      2,653,405   2,525,136* 
TOTAL LIABILITIES AND EQUITY                                                      19,813,429  19,982,532* 
 
 

* Certain amounts do not correspond to the 2019 consolidated financial statement as they reflect the change in accounting policy for PPE from revaluation model to cost method in 2Q 2020.

Consolidated Statement of Profit or Loss and Other Comprehensive Income

 
In thousands of GEL                                                                    2Q'20      1Q'20      2Q'19 
Interest income                                                                        393,114    394,779    340,301 
Interest expense                                                                       (212,714)  (195,377)  (149,820) 
Net gains from currency swaps                                                          3,965      8,557      6,967 
Net interest income                                                                    184,365    207,959    197,448 
Fee and commission income                                                              65,038     73,714     68,983 
Fee and commission expense                                                             (25,521)   (30,162)   (25,449) 
Net fee and commission income                                                          39,517     43,552     43,534 
Net insurance premiums earned                                                          13,385     13,233     8,663 
Net insurance claims incurred and agents' commissions                                  (7,904)    (8,433)    (4,325) 
Net insurance premium earned after claims and acquisition costs                        5,481      4,800      4,338 
Net income from foreign currency operations                                            12,478     36,928     17,580 
Net gain/(losses) from foreign exchange translation                                    6,659      (8,286)    5,587 
Net gains/(losses) from derivative financial instruments                               (13)       (7)        (86) 
Gains less losses from disposal of investment securities measured at fair value 
 through other 
 comprehensive income                                                                  (1,480)    278        79 
Other operating income                                                                 3,083      4,894      3,650 
Share of profit of associates                                                          (47)       137        172 
Other operating non-interest income                                                    20,680     33,944     26,982 
Credit loss allowance for loans to customers                                           (8,191)    (241,025)  (30,067) 
Credit loss allowance for investments in finance lease                                 (3,408)    (870)      219 
Credit loss allowance for performance guarantees and credit related commitments        1,227      (2,024)    (824) 
Credit loss allowance for other financial assets                                       (988)      (3,234)    (2,389) 
Credit loss allowance for financial assets measured at fair value through other 
 comprehensive 
 income                                                                                46         (584)      (311) 
Operating profit after expected credit losses                                          238,729    42,518     238,930 
Losses from modifications of financial instruments                                     (3,527)    (30,643)   - 
Staff costs                                                                            (57,204)   (56,802)   (58,886) 
Depreciation and amortization                                                          (16,427)   (15,788)   (15,955) 
(Provision for)/ recovery of liabilities and charges                                   (59)       136        1,241 
Administrative and other operating expenses                                            (22,641)   (33,375)   (35,783) 
Operating expenses                                                                     (96,331)   (105,829)  (109,383) 
Profit/(loss) before tax                                                               138,871    (93,954)   129,547 
Income tax expense                                                                     (12,665)   36,948     (9,329) 
Profit/(loss) for the period                                                           126,206    (57,006)   120,218 
Other comprehensive income: 
Items that may be reclassified subsequently to profit or loss: 
Movement in fair value reserve                                                         (38)       5,022      2,976 
Exchange differences on translation to presentation currency                           (2,002)    3,167      815 
Items that will not be reclassified to profit or loss: 
Revaluation of premises and equipment 
Income tax recorded directly in other comprehensive income 
Other comprehensive income for the period                                              (2,040)    8,189      3,791 
Total comprehensive income for the period                                              124,166    (48,817)   124,009 
Profit/(loss) attributable to: 
 - Shareholders of TBCG                                                                125,100    (57,475)   119,998 
 - Non-controlling interest                                                            1,106      469        220 
Profit/(loss) for the period                                                           126,206    (57,006)   120,218 
Total comprehensive income is attributable to: 
 - Shareholders of TBCG                                                                123,060    (49,267)   123,785 
 - Non-controlling interest                                                            1,106      450        224 
Total comprehensive income for the period                                              124,166    (48,817)   124,009 
 

Consolidated Statement of Cash flows

 
In thousands of GEL                                                                            30-Jun-20   31-Mar-20 
Cash flows from/(used in) operating activities 
Interest received                                                                              579,414     343,993 
Interest received on currency swaps                                                            12,522      - 
Interest paid                                                                                  (404,923)   (143,355) 
Fees and commissions received                                                                  131,347     70,010 
Fees and commissions paid                                                                      (56,054)    (30,504) 
Insurance and reinsurance received                                                             43,373      22,347 
Insurance claims paid                                                                          (13,458)    (11,259) 
Income received from trading in foreign currencies                                             49,406      36,907 
Other operating income received                                                                2,860       2,535 
Staff costs paid                                                                               (120,706)   (44,993) 
Administrative and other operating expenses paid                                               (61,860)    (41,585) 
Income tax paid                                                                                (11,983)    (80) 
 
 
Cash flows from operating activities before changes in operating assets and liabilities        149, 938    204,015 
 
Net change in operating assets 
Due from other banks and mandatory cash balances with the National Bank of Georgia              (183,202)  (74,492) 
Loans and advances to customers                                                                 (357,130)  (191,641) 
Net investments in lease                                                                        11,008     980 
Other financial assets                                                                          (33,976)   (48,589) 
Other assets                                                                                    10,847     16,622 
Net change in operating liabilities 
Due to other banks                                                                              85,357     35,387 
Customer accounts                                                                               (88,078)   163,321 
Other financial liabilities                                                                     11,915     62,034 
Change in finance lease liabilities                                                            -           (4,100) 
Other liabilities and provision for liabilities and charges                                    3,838       3,275 
 
 
Net cash (used in)/ from operating activities                                                  (389,483)   166,811 
 
 
Cash flows from/(used in) investing activities 
Acquisition of investment securities measured at fair value through other comprehensive 
 income                                                                                        (251,486)   (85,681) 
Proceeds from disposal of investment securities measured at fair value through other 
 comprehensive 
 income                                                                                        -           24,984 
Proceeds from redemption at maturity of investment securities measured at fair value through 
 other comprehensive income                                                                    180,702     57,266 
Acquisition of bonds carried at amortised cost                                                 (495,945)   (139,561) 
Proceeds from redemption of bonds carried at amortised cost                                    171,137     100,970 
Acquisition of premises, equipment and i ntangible assets                                      (74,550)    (44,151) 
Proceeds from disposal of premises, equipment and i ntangible assets                           24,172      12,836 
Proceeds from disposal of investment property                                                  3,128       3,129 
Acquisition of subsidiaries and associates                                                     936 
 
 
Net cash used in investing activities                                                          (441,906)   (70,208) 
 
 
Cash flows from/(used in) financing activities 
Proceeds from other borrowed funds                                                              1,615,016  1,321,226 
Redemption of other borrowed funds                                                              (966,746)  (1,434,930) 
Repayment of principal of lease liabilities                                                     (5,420)    - 
Redemption of subordinated debt                                                                -           - 
Proceeds from debt securities in issue                                                         171,531     70,516 
Redemption of debt securities in issue                                                          (12,569)   - 
 
Net cash flows from/(used in) financing activities                                             801,812     (43,188) 
 
Effect of exchange rate changes on cash and cash equivalents                                   7,797       74,345 
 
Net (decrease)/increase in cash and cash equivalents                                           (21,780)    123,659 
Cash and cash equivalents at the beginning of the period                                       1,003,583   1,003,583 
Cash and cash equivalents at the end of the period                                             981,803     1,127,242 
 

Key Ratios

Average Balances

The average balances included in this document are calculated as the average of the relevant monthly balances as of each month-end. Balances have been extracted from TBC's unaudited and consolidated management accounts, which were prepared from TBC's accounting records. These were used by the management for monitoring and control purposes.

 
Key Ratios 
 
Ratios (based on monthly averages, where applicable)   2Q'20   1Q'20      2Q'19 
 
Profitability ratios: 
ROE(1)                                                 19.5%   n/a        21.1%* 
ROA(2)                                                 2.6%    n/a        3.0%* 
ROE before credit loss allowance(3)                    21.3%   28.7%      26.4% 
Cost to income(4)                                      38.5%   36.5%      40.2% 
NIM(5)                                                 4.3%    5.1%       5.8% 
Loan yields(6)                                         9.7%    10.3%      11.0% 
Deposit rates(7)                                       3.4%    3.5%       3.4% 
Yields on interest earning assets(8)                   9.1%    9.7%       10.0% 
Cost of funding(9)                                     5.0%    5.0%       4.5% 
Spread(10)                                             4.1%    4.7%       5.5% 
 
Asset quality and portfolio concentration: 
Cost of risk(11)                                       0.0%**  2.6%***    1.1% 
PAR 90 to Gross Loans(12)                              1.0%    1.2%       1.3% 
NPLs to Gross Loans(13)                                2.9%    2.9%       3.1% 
NPLs coverage(14)                                      134.7%  133.8%     97.9% 
NPLs coverage with collateral(15)                      246.7%  241.0%     206.0% 
Credit loss level to Gross Loans(16)                   3.9%    3.9%       3.1% 
Related Party Loans to Gross Loans(17)                 0.1%    0.1%       0.1% 
Top 10 Borrowers to Total Portfolio(18)                8.2%    8.7%        8.6% 
Top 20 Borrowers to Total Portfolio(19)                12.3%   12.9%       12.6% 
 
Capital optimisation: 
Net Loans to Deposits plus IFI Funding(20)             105.3%  101.8%     91.4% 
Net Stable Funding Ratio(21)                           127.5%  124.7%     138.1%**** 
Liquidity Coverage Ratio(22)                           124.8%  107.6%     126.3% 
Leverage(23)                                           7.5x    7.9x*****  7.4x***** 
CET 1 CAR (Basel III)(24)                              10.0%   9.1%       12.0% 
Regulatory Tier 1 CAR (Basel III)(25)                  12.7%   12.0%      12.4% 
Regulatory Total 1 CAR (Basel III)(26)                 17.2%   16.7%      17.4% 
 

* Prior to change in PPE accounting policy from revaluation model to cost method, ROE stood at 20.7%, while ROA remained unchanged in 2Q 2019

** Cost of risk for 2Q 2020 includes COVID-19 related TBC Kredit credit loss allowances for loans, in the amount of GEL 9.0 million, which given its non-recurring nature has not been annualized

*** Cost of risk for 1Q 2020 includes COVID-19 related credit loss allowances for loans, in the amount of GEL 210.9 million, which given its non-recurring nature has not been annualized

**** Based on internal estimates

***** Prior to change in PPE accounting policy from revaluation model to cost method, Leverage stood at 7.8x and 7.3x for 1Q 2020 and 2Q 2019, respectively

Ratio definitions

1. Return on average total equity (ROE) equals net income attributable to owners divided by the monthly average of total shareholders' equity attributable to the PLC's equity holders for the same period; annualised where applicable.

2. Return on average total assets (ROA) equals net income of the period divided by monthly average total assets for the same period; annualised where applicable.

3. Return on average total equity (ROE) before credit loss allowance equals net income attributable to owners excluding all credit loss allowance divided by the monthly average of total shareholders 'equity attributable to the PLC's equity holders for the same period.

4. Cost to income ratio equals total operating expenses for the period divided by the total revenue for the same period. (Revenue represents the sum of net interest income, net fee and commission income and other non-interest income).

5. Net interest margin (NIM) is net interest income divided by monthly average interest-earning assets; annualised where applicable. Interest-earning assets include investment securities excluding corporate shares, net investment in finance lease, net loans, and amounts due from credit institutions. The latter excludes all items from cash and cash equivalents, excludes EUR mandatory reserves with NBG that currently have negative interest, and includes other earning items from due from banks.

6. Loan yields equal interest income on loans and advances to customers divided by monthly average gross loans and advances to customers; annualised where applicable.

7. Deposit rates equal interest expense on customer accounts divided by monthly average total customer deposits; annualised where applicable.

8. Yields on interest earning assets equal total interest income divided by monthly average interest earning assets; annualised where applicable.

9. Cost of funding equals total interest expense divided by monthly average interest bearing liabilities; annualised where applicable.

10. Spread equals difference between yields on interest earning assets (including but not limited to yields on loans, securities and due from banks) and cost of funding (including but not limited to cost of deposits, cost on borrowings and due to banks).

11. Cost of risk equals credit loss allowance for loans to customers divided by monthly average gross loans and advances to customers; annualised where applicable.

12. PAR 90 to gross loans ratio equals loans for which principal or interest repayment is overdue for more than 90 days divided by the gross loan portfolio for the same period.

13. NPLs to gross loans equals loans with 90 days past due on principal or interest payments, and loans with a well-defined weakness, regardless of the existence of any past-due amount or of the number of days past due divided by the gross loan portfolio for the same period.

14. NPLs coverage ratio equals total credit loss allowance for loans to customers calculated per IFRS 9 divided by the NPL loans.

15. NPLs coverage with collateral ratio equals credit loss allowance for loans to customers per IFRS 9 plus the total collateral amount of NPL loans (excluding third party guarantees) discounted at 30-50% depending on segment type divided by the NPL loans.

16. Credit loss level to gross loans equals credit loss allowance for loans to customers divided by the gross loan portfolio for the same period.

17. Related party loans to total loans equals related party loans divided by the gross loan portfolio.

18. Top 10 borrowers to total portfolio equals the total loan amount of the top 10 borrowers divided by the gross loan portfolio.

19. Top 20 borrowers to total portfolio equals the total loan amount of the top 20 borrowers divided by the gross loan portfolio.

20. Net loans to deposits plus IFI funding ratio equals net loans divided by total deposits plus borrowings received from international financial institutions.

21. Net stable funding ratio equals the available amount of stable funding divided by the required amount of stable funding as defined by NBG in line with Basel III guidelines.

22. Liquidity coverage ratio equals high-quality liquid assets divided by the total net cash outflow amount as defined by the NBG.

23. Leverage equals total assets to total equity.

24. Regulatory CET 1 CAR equals CET 1 capital divided by total risk weighted assets, both calculated in accordance with the Pillar 1 requirements of the NBG Basel III standards. The reporting started from the end of 2017. Calculations are made for TBC Bank stand-alone, based on local standards.

25. Regulatory tier 1 CAR equals tier I capital divided by total risk weighted assets, both calculated in accordance with the Pillar 1 requirements of the NBG Basel III standards. The reporting started from the end of 2017. Calculations are made for TBC Bank stand-alone, based on local standards.

26. Regulatory total CAR equals total capital divided by total risk weighted assets, both calculated in accordance with the Pillar 1 requirements of the NBG Basel III standards. The reporting started from the end of 2017. Calculations are made for TBC Bank stand-alone, based on local standards.

Exchange Rates

To calculate the QoQ growth of the Balance Sheet items without the currency exchange rate effect, we used the USD/GEL exchange rate of 3.2845 as of 31 March 2020. As of 30 June 2020 the USD/GEL exchange rate equalled 3.0552. For P&L items growth calculations without currency effect, we used the average USD/GEL exchange rate for the following periods: 2Q 2020 of 3.1395, 1Q 2020 of 2.9267, 2Q 2019 of 2.7393.

Unaudited Consolidated Financial Results Overview for 1H 2020

This statement provides a summary of the unaudited business and financial trends for 1H 2020 for TBC Bank Group plc and its subsidiaries. The quarterly financial information and trends are unaudited.

TBC Bank Group PLC financial results are prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union ("EU") and the Companies Act 2006 applicable to companies reporting under IFRS.

Changes in accounting policies, IAS 16

In 2Q 2020, the accounting policy in relation to subsequent measurement of land, buildings and construction in progress was changed from the revaluation model to the cost model. This led to the restatement of appropriate balance sheet amounts, in 1Q 2020 and 2019, while no material impact was recorded in the income statement.

Net Interest Income

In 1H 2020, net interest income amounted to GEL 392.3 million, down by 1.6% YoY, whereby interest income increased by 16.2% and interest expense increased by 40.3%.

The YoY increase in interest income was primarily related to an increase in interest income from loans, which was driven by an increase in the gross loan portfolio by GEL 2,494.0 million, or 22.4%. This effect was partially offset by a 1.1 pp drop in loan yields across all segments, mainly related to a decrease in Libor rate, currency devaluation, change in segment mix towards corporate, as well as competition.

Our interest expense increased by 40.3%, which was primarily related to an increase in interest expense from the Senior and AT1 Bonds issued in June and July 2019, respectively in the amount of US$ 425 million, as well as growth in the average balance of the NBG loan. The other contributor was an increase in interest expense from deposits due to an increase in respective portfolio of GEL 543.5 million. Overall, the GEL cost of funding increased by 1.3 pp YoY mainly driven by an increase in the refinance rate as well as the increased cost of GEL deposits. Over the same period, FC cost of funding increased by 0.1 pp despite the decrease in Libor rate, which was offset by cost of debt securities issued, as mentioned above.

In 1H 2020, our NIM stood at 4.7%, down by 1.3 pp YoY.

 
In thousands of GEL             1H'20      1H'19      Change YoY 
Interest income                 787,893    678,216    16.2% 
Interest expense                (408,091)  (290,777)  40.3% 
Net gains from currency swaps   12,522     11,147     12.3% 
Net interest income             392,324    398,586    -1.6% 
 
NIM                             4.7%       6.0%       -1.3% 
 

Net fee and commission income

In 1H 2020, net fee and commission income totalled GEL 83.1 million, down by 2.7% YoY.

The main driver for the YoY reduction was other net fee and commission income due to reduced cash transactions, as well as a decrease in fees from card operations on the back of a slow-down in economic activity due to the COVID-19 pandemic. Furthermore, starting from 4Q 2019 we reclassified certain fees from our Uzbek subsidiary Payme (Inspired LLC) from other sub-category to settlement transactions, in the amount of GEL 6.0 million in 1H 2020. This decrease was partially offset by an increase in fees from guarantees issued and letters of credit due to an increase in the respective portfolio.

 
In thousands of GEL                       1H'20   1H'19   Change YoY 
Net fee and commission income 
Card operations                           23,502  25,909  -9.3% 
Settlement transactions                   38,012  29,986  26.8% 
Guarantees issued and letters of credit   17,919  13,261  35.1% 
Other                                     3,636   16,185  -77.5% 
Total net fee and commission income       83,069  85,341  -2.7% 
 

Other Non-Interest Income

Total other non-interest income increased by 7.6% YoY and amounted to GEL 64.9 million in 1H 2020.

The YoY increase was mainly attributable to growth in net income from foreign currency operations and growth in the net insurance premium earned after claims and acquisition costs. The former increase was driven by an increase in the number and volume of FX transactions across all segments as well as increased the spread due to high volatility.

Net insurance premium earned after claims and acquisition costs increased by 27.4% YoY, mainly related to the overall increase of the insurance business as well as decrease in claims during the lock-down period related to COVID-19 pandemic. More information about TBC insurance can be found in Annex 4 on page 41.

 
In thousands of GEL                                                    1H' 20  1H'19   Change YoY 
Other non-interest income 
Net income from foreign currency operations                            47,779  44,201  8.1% 
Net insurance premium earned after claims and acquisition costs [23]   10,281  8,067   27.4% 
Other operating income                                                 6,845   8,053   -15.0% 
Total other non-interest income                                        64,905  60,321  7.6% 
 
 
 

Credit Loss Allowance

Total credit loss allowance in 1H 2020 amounted to GEL 259.1 million. This significant increase was driven by:

o an extra credit loss allowance booked in the first quarter, in the amount of GEL 215.7 million (or GEL 210.9 million for loans), to prepare for the potential impact of the COVID-19 pandemic on our borrowers; and

o COVID- 19 related credit loss allowances for loans in the amount of GEL 9.0 million, which was created in our Azeri subsidiary, TBC Kredit in the second quarter.

These impacts translated into additional 1.7% cost of risk, which given its non-recurring nature was not annualized .

 
                                                                                  Change 
In thousands of GEL                            1H'20              1H'19            YoY 
Credit loss allowance for loan to customers          (249,216)          (66,483)  NMF 
Credit loss allowance for other transactions             (9,835)  16              NMF 
Total credit loss allowance                    (259,051)          (66,467)        NMF 
Operating income after credit loss 
 allowance                                     281,247            477,781         -41.1% 
 
Cost of risk                                   2.1%*              1.3%            0.8 pp 
 

* Cost of risk for 1H 2020 consists COVID-19 related credit loss allowances in the amount of GEL 219.9 million, which given its non-recurring nature has not been annualized.

NMF - no meaningful figures

Operating Expenses

In 1H 2020, our total operating expenses decreased by 4.6% YoY, as a result of our increased focus on cost optimization. The decrease was mainly related to a decrease in administrating and other expenses due to COVID-19 effects and included discretionary administrative expenses such as advertising, marketing and consultation services as well as the impact from renegotiated rent expenses per IFRS 16 in the amount of GEL 4.2 million. Another driver was the reduced share based payment expense in staff cost, due to the fact that management waived their right to receive their 2020 annual bonus and LTIP for the 2020-2022 performance period.

Thus, in 1H 2020 our cost to income ratio stood at 37.4%, down by 1.5 pp YoY, while our standalone cost to income was 31.9% down by 3.8 pp over the same period.

 
In thousands of GEL                         1H'20      1H'19      Change YoY 
Operating expenses 
Staff costs                                 (114,006)  (116,639)  -2.3% 
Provisions for liabilities and charges      77         1,441      -94.7% 
Depreciation and amortization               (32,215)   (32,124)   0.3% 
Administrative & other operating expenses   (56,016)   (64,575)   -13.3% 
Total operating expenses                    (202,160)  (211,897)  -4.6% 
 
Cost to income                              37.4%      38.9%      -1.5 pp 
Standalone Cost to income*                  31.9%      35.7%      -3.8 pp 
 

* For the ratio calculation all relevant group recurring costs are allocated to the bank

Net Income

Due to the COVID-19 pandemic, the Group incurred losses from modifications of financial instruments related to COVID-19 in the amount of GEL 34.2 million, to reflect the decrease in the present value of cash-flows resulting from a three-month grace period granted to borrowers. The modifications are related to losses incurred on loans, advances to customers and investments in leases due to the COVID-19 events and are not expected to recur again in normal course of the business.

In 1H 2020, we generated a GEL 69.2 million profit, which was affected by the following COVID-19 related charges:

-- a net modification loss of financial instruments in the amount of GEL 34.2 million, out of which GEL 3.5 million relates to 2Q 2020; and

-- a COVID-19 related total credit loss allowance in the amount of GEL 224.7 million, out of which GEL 9.0 million is related to credit loss allowances of our Azeri subsidiary, TBC Kredit.

As a result, our ROE stood at 5.2%, down by 17.6 pp YoY, while ROA stood at 0.7%, down by 2.6 pp over the same period.

 
In thousands of GEL                                  1H'20     1H'19     Change YoY 
Losses from modifications of financial instruments   (34,170)  -         NMF 
Profit before tax                                    44,917    265,884   -83.1% 
Income tax expense                                   24,283    (12,344)  NMF 
Profit for the period                                69,200    253,540   -72.7% 
 
ROE                                                  5.2%      22.8%*    -17.6 pp 
ROA                                                  0.7%      3.3%*     -2.6 pp 
 

* Prior to change in PPE accounting policy from revaluation model to cost method, ROE stood at 22.3%, while ROA remained unchanged in 1H 2019

Funding and Liquidity

As of 30 June 2020, the total liquidity coverage ratio, as defined by the NBG, was 124.8 % , above the 100% limit, while the LCR in GEL and FC stood at 141.0% and 117.3% respectively, above the respective limits of 75% and 100%.

However, in the light of COVID-19 pandemic, starting from May 2019, NBG removed minimum requirement on GEL LCR of 75%, for one year period. Despite ease of requirement, our internal limit of 75% remains unchanged and we continue to operate with high liquidity buffers.

As of 30 June 2020, NSFR stood at 127.5%, compared to the regulatory limit of 100%, effective from September 2019.

 
                                                                30-Jun-20  30-Jun-19  Change 
                                                                                       YoY 
 
 
Minimum net stable funding ratio, as defined by the NBG         100%       100%       0.0 pp 
Net stable funding ratio as defined by the NBG                  127.5%     138.1%*    -10.6% 
 
               Net loans to deposits + IFI funding              105.3%     91.4%      13.9% 
Leverage (Times)                                                7.5x       7.4x**     0.1x 
 
Minimum liquidity ratio, as defined by the NBG                  30.0%      30.0%      0.0% 
Liquidity ratio, as defined by the NBG                          39.2%      37.1%      2.1% 
 
Minimum total liquidity coverage ratio, as defined by the NBG   100.0%     100.0%     0.0 pp 
Minimum LCR in GEL, as defined by the NBG                       n/a        75.0%      NMF 
Minimum LCR in FC, as defined by the NBG                        100.0%     100.0%     0.0 pp 
 
Total liquidity coverage ratio, as defined by the NBG           124.8%     126.3%     -1.5 pp 
LCR in GEL, as defined by the NBG                               141.0%     100.4%     40.6 pp 
LCR in FC, as defined by the NBG                                117.3%     143.8%     -26.5 pp 
 

*Based on internal estimates

** Prior to change in PPE accounting policy from revaluation model to cost method, Leverage stood at 7.3x as of 30 June 2019

Regulatory Capital

In 1Q 2020, due to the COVID-19 pandemic, the NBG is implementing countercyclical measures to support the financial stability of the banking system and to ensure the provision of financial support to sectors of the economy affected by the current turmoil. In relation to capital adequacy requirements, the following measures have been taken:

-- Postponing the phasing in of additional capital requirements planned in March 2020, with a 0.44 pp effect on TBC's CET 1;

-- Allowing banks to use the conservation buffer (currently at 2.5pp on CET1) and 2/3 of CICR buffer resulted in the release of 1.0-2.0% of capital across our CET1, Tier 1 and Total CAR;

-- Leaving open the possibility of releasing all pillar 2 buffers (remaining 1/3 CICR, HHI and Net Grape buffers) in the range of 1.0-4.0% of capital across our CET1, Tier 1 and Total CAR.

As of 30 June 2020, the Bank's CET 1, Tier 1 and Total Capital adequacy ratios stood at 10.0%, 12.7% and 17.2%, respectively, comfortably above the respective eased minimum requirements of 6.9%, 8.7% and 13.3%.

CET 1 ratio decreased by 2.0 pp on YoY basis mainly due to additional credit loss allowances created according to local standards in relation to the COVID 19 pandemic, increase in loan book and currency depreciation. These effects were offset by issuance of an AT1 instrument in July 2019 in the amount of USD 125 million, thus leading to an increase in Tier 1 Capital ratio by 0.3pp. Over the same period, Total Capital Adequacy ratio decreased by 0.2pp mainly due to decrease in subordinated loan.

 
In thousands of GEL                    30-Jun-20   30-Jun-19   Change YoY 
 
CET 1 Capital                          1,631,006   1,678,050   -2.8% 
Tier 1 Capital                         2,068,052   1,730,302   19.5% 
Total Capital                          2,787,136   2,430,135   14.7% 
Total Risk-weighted Exposures          16,249,475  13,986,201  16.2% 
 
Minimum CET 1 ratio                    6.9%        8.3%        -1.4% 
CET 1 Capital adequacy ratio           10.0%       12.0%       -2.0% 
 
Minimum Tier 1 ratio                   8.7%        10.3%       -1.6% 
Tier 1 Capital adequacy ratio          12.7%       12.4%       0.3% 
 
Minimum total capital adequacy ratio   13.3%       15.8%       -2.5% 
Total Capital adequacy ratio           17.2%       17.4%       -0.2% 
 

Loan Portfolio

As of 30 June 2020, the gross loan portfolio reached GEL 13,635.4 million, up by 22.4% YoY or up by 18.1% on a constant currency basis. The YoY increase was spread across all segments, with the largest contribution coming from the corporate segment, which was mainly driven by the acquisition of both large and mid-corporate clients. The proportion of gross loans denominated in foreign currency decreased by 0.8 pp YoY and accounted for 60.7 % of total loans, while on a constant currency basis the proportion of gross loans denominated in foreign currency was up by 3.1 pp YoY and stood at 59.3%.

As of 30 June 2020, our market share in total loans stood at 39.5%, up by 1.0 pp YoY, while our loan market share in legal entities was 39.2%, up by 1.9 pp over the same period, and our loan market share in individuals stood at 39.9%, up by 0.3 pp QoQ.

 
In thousands of GEL                     30-Jun-20   30-Jun-19   Change YoY 
Loans and advances to customers 
 
Retail                                  5,358,723   4,835,320   10.8% 
Retail loans GEL                        2,550,110   2,170,941   17.5% 
Retail loans FC                         2,808,613   2,664,379   5.4% 
Corporate                               5,070,563   3,658,340   38.6% 
Corporate loans GEL                     1,331,062   1,045,076   27.4% 
Corporate loans FC                      3,739,501   2,613,264   43.1% 
MSME                                    3,206,106   2,647,700   21.1% 
MSME loans GEL                          1,470,959   1,251,812   17.5% 
MSME loans FC                           1,735,147   1,395,888   24.3% 
Total loans and advances to customers   13,635,392  11,141,360  22.4% 
                                        1H'20       1H'19       Change YoY 
Loan yields                             10.1%       11.2%       -1.1 pp 
Loan yields GEL                         15.2%       16.0%       -0.8 pp 
Loan yields FC                          6.7%        8.0%        -1.3 pp 
Retail Loan Yields                      10.9%       12.5%       -1.6 pp 
Retail loan yields GEL                  16.2%       18.9%       -2.7 pp 
Retail loan yields FC                   6.3%        7.4%        -1.1 pp 
Corporate Loan Yields                   8.9%        9.2%        -0.3 pp 
Corporate loan yields GEL               13.3%       10.4%       2.9 pp 
Corporate loan yields FC                7.2%        8.7%        -1.5 pp 
MSME Loan Yields                        10.5%       11.5%       -1.0 pp 
MSME loan yields GEL                    15.4%       15.5%       -0.1 pp 
MSME loan yields FC                     6.3%        7.9%        -1.6 pp 
 
 

Loan Portfolio Quality

The total par 30 decreased by 0.8 pp and stood at 1.3%, driven by the improved performance across all segments. Our NPL ratio was down by 0.2 pp and stood at 2.9%, which was attributable to the strong performance of the Retail and Corporate segments. However, COVID-19 impact has not been yet realized in those ratios mainly due to grace period offered to our customers.

 
              30-Jun-20  30-Jun-19  Change YoY 
  Par 30 
Retail        1.3%       2.7%       -1.4 pp 
Corporate     0.6%       1.0%       -0.4 pp 
MSME          2.3%       2.8%       -0.5 pp 
Total Loans   1.3%       2.1%       -0.8 pp 
 
 
Non-performing Loans   30-Jun-20  30-Jun-19  Change YoY 
Retail                 3.0%       3.3%       -0.3 pp 
Corporate              2.0%       2.1%       -0.1 pp 
MSME                   4.2%       4.2%       0.0 pp 
Total Loans            2.9%       3.1%       -0.2 pp 
 
 
NPL Coverage   Jun-20                             Jun-19 
               Exc. Collateral  Incl. Collateral  Exc. Collateral  Incl. Collateral 
Retail         187.6%           266.5%            113.8%           180.4% 
Corporate      108.2%           268.3%            103.3%           299.1% 
MSME           91.9%            206.7%            71.5%            179.0% 
Total          134.7%           246.7%            97.9%            206.0% 
 

Cost of risk

The total cost of risk for 1H 2020 stood at 2.1 %, up by 0.8 pp. The YoY increase was spread across all segments and was driven by an extra credit loss allowances booked in 1H 2020.

 
Cost of Risk   1H'20*  1H'19  Change YoY 
 
Retail         3.3%    2.4%   0.9 pp 
Corporate      0.7%    -0.3%  1.0 pp 
MSME           2.3%    1.2%   1.1 pp 
Total          2.1%    1.3%   0.8 pp 
 

* Cost of risk in 1H comprises of COVID-19 related credit loss allowances in the amount of GEL 219.9 million, which given its non-recurring nature has not been annualized.

Deposit Portfolio

The total deposits portfolio increased by 5.5% YoY and amounted to GEL 10,420.3 million, while on a constant currency basis the total deposit portfolio increased by 1.4 pp over the same period. The proportion of deposits denominated in foreign currency dropped by 2.8 pp YoY and accounted for 65.6% of total deposits, while on a constant currency basis the proportion of deposits denominated in foreign currency increased by 5.1 pp YoY and stood at 64.2%.

As of 30 June 2020, our market share in deposits amounted to 37.1%, down by 3.9 pp YoY, and our market share in deposits to legal entities stood at 35.9%, down by 7.1 pp over the same period. Our market share in deposits to individuals stood at 38.1%, down by 1.4% QoQ.

 
In thousands of GEL       30-Jun-20   30-Jun-19  Change YoY 
Customer Accounts 
 
Retail                    6,019,291   5,360,114  12.3% 
Retail deposits GEL       1,192,734   1,044,181  14.2% 
Retail deposits FC        4,826,557   4,315,933  11.8% 
Corporate                 3,222,718   3,510,179  -8.2% 
Corporate deposits GEL    1,833,301   2,069,230  -11.4% 
Corporate deposits FC     1,389,417   1,440,949  -3.6% 
MSME                      1,178,321   1,006,520  17.1% 
MSME deposits GEL         555,530     557,163    -0.3% 
MSME deposits FC          622,791     449,357    38.6% 
Total Customer Accounts   10,420,330  9,876,813  5.5% 
 
 
                              1H'20  1H'19  Change 
                                             YoY 
Deposit rates                 3.5%   3.4%   0.1 pp 
Deposit rates GEL             6.4%   5.9%   0.5 pp 
Deposit rates FC              1.9%   2.0%   -0.1 pp 
Retail Deposit Yields         2.9%   2.9%   0.0 pp 
Retail deposit rates GEL      5.7%   5.3%   0.4 pp 
Retail deposit rates FC       2.3%   2.3%   0.0 pp 
Corporate Deposit Yields      5.3%   4.9%   0.4 pp 
Corporate deposit rates GEL   8.3%   7.4%   0.9 pp 
Corporate deposit rates FC    1.5%   1.7%   -0.2 pp 
MSME Deposit Yields           0.9%   0.9%   0.0 pp 
MSME deposit rates GEL        1.6%   1.5%   0.1 pp 
MSME deposit rates FC         0.3%   0.3%   0.0 pp 
 

Segment definition and PL

Business Segments

The segment definitions are as follows:

-- Corporate - a legal entity/group of affiliated entities with an annual revenue exceeding GEL 12.0 million or which have been granted facilities with more than GEL 5.0 million. Some other business customers may also be assigned to the corporate segment or transferred to the MSME segment on a discretionary basis;

-- Retail - non-business individual customers; all individual customers are included in retail deposits;

-- MSME - business customers who are not included in the corporate segment; or legal entities which have been granted a pawn shop loan; or individual customers of the fully-digital bank, Space; and

-- Corporate centre and other operations - comprises the Treasury, other support and back office functions, and non-banking subsidiaries of the Group.

Business customers are all legal entities or individuals who have been granted a loan for business purposes.

Income Statement by Segments

 
1H'20                                Retail     MSME      Corporate  Corp.Centre  Total 
Interest income                      285,336    162,144   225,082    115,331      787,893 
Interest expense                     (86,768)   (5,426)   (87,181)   (228,716)    (408,091) 
Net gains from currency swaps        -          -         -          12,522       12,522 
Net transfer pricing                 (32,744)   (64,097)  841        96,000       - 
Net interest income                  165,824    92,621    138,742    (4,863)      392,324 
Fee and commission income            96,189     11,443    24,949     6,171        138,752 
Fee and commission expense           (45,757)   (5,171)   (3,990)    (765)        (55,683) 
Net fee and commission income        50,432     6,272     20,959     5,406        83,069 
Net insurance premium earned 
 after claims and acquisition 
 costs                               -          -         -          10,281       10,281 
Net income from foreign currency 
 operations                          17,897     13,748    25,763     (8,002)      49,406 
Foreign exchange translation 
 gains less losses/(losses 
 less gains)                         -          -         -          (1,627)      (1,627) 
Net gains/(losses) from derivative 
 financial instruments               -          -         -          (20)         (20) 
Gains less Losses from Disposal 
 of Investment Securities Measured 
 at Fair Value through Other 
 Comprehensive Income                -          -         -          (1,202)      (1,202) 
Other operating income               2,390      129       858        4,600        7,977 
Share of profit of associates        -          -         -          90           90 
Other operating non-interest 
 income and insurance profit         20,287     13,877    26,621     4,120        64,905 
Credit loss allowance for 
 loans to customers                  (160,861)  (61,728)  (26,627)   -            (249,216) 
Credit loss allowance for 
 performance guarantees and 
 credit related commitments          (378)      (1,069)   650        -            (797) 
Credit loss allowance for 
 investments in finance lease        -          -         -          (4,278)      (4,278) 
Credit loss allowance for 
 other financial assets              (69)       -         (1,964)    (2,189)      (4,222) 
Credit loss allowance for 
 financial assets measured 
 at fair value through other 
 comprehensive income                -          -         8          (546)        (538) 
Profit/(loss) before G&A expenses 
 and income taxes                    75,235     49,973    158,389    (2,350)      281,247 
Losses from modifications 
 of financial instruments            (22,547)   (7,068)   (2,675)    (1,880)      (34,170) 
Staff costs                          (54,421)   (23,331)  (14,894)   (21,360)     (114,006) 
Depreciation and amortization        (21,738)   (5,422)   (2,028)    (3,027)      (32,215) 
Provision for liabilities 
 and charges                         -          -         -          77           77 
Administrative and other operating 
 expenses                            (28,272)   (9,284)   (5,803)    (12,657)     (56,016) 
Operating expenses                   (104,431)  (38,037)  (22,725)   (36,967)     (202,160) 
Profit/(loss) before tax             (51,743)   4,868     132,989    (41,197)     44,917 
Income tax expense                   25,745     5,991     (8,990)    1,537        24,283 
Profit/(loss) for the year           (25,998)   10,859    123,999    (39,660)     69,200 
 

Consolidated Financial Statements of TBC Bank Group PLC

 
Consolidated Balance Sheet 
In thousands of GEL                                                               Jun-20      Jun-19 
Cash and cash equivalents                                                         981,803     1,628,344 
Due from other banks                                                              30,879      27,860 
Mandatory cash balances with National Bank of Georgia                             1,794,010   1,841,237 
Loans and advances to customers                                                   13,105,988  10,801,264 
Investment securities measured at fair value through other comprehensive income   1,082,520   908,158 
Bonds carried at amortized cost                                                   1,335,415   766,663 
Investments in finance leases                                                     270,172     220,871 
Investment properties                                                             70,716      79,114 
Current income tax prepayment                                                     36,703      19,417 
Deferred income tax asset                                                         7,470       1,753 
Other financial assets                                                            174,378     165,382 
Other assets                                                                      258,349     211,850 
Premises and equipment                                                            345,064     322,089* 
Right of use assets                                                               62,865      61,555 
Intangible assets                                                                 194,689     123,910 
Goodwill                                                                          60,296      45,301 
Investments in associates                                                         2,112       2,363 
TOTAL ASSETS                                                                      19,813,429  17,227,131* 
LIABILITIES 
Due to credit institutions                                                        4,403,406   3,052,742 
Customer accounts                                                                 10,420,330  9,876,813 
Lease liabilities                                                                 65,937      62,598 
Other financial liabilities                                                       138,749     252,280 
Current income tax liability                                                      692         727 
Debt Securities in issue                                                          1,396,141   848,838 
Deferred income tax liability                                                     5           18,916* 
Provisions for liabilities and charges                                            25,558      20,116 
Other liabilities                                                                 80,557      85,882 
Subordinated debt                                                                 628,649     688,002 
TOTAL LIABILITIES                                                                 17,160,024  14,906,914* 
EQUITY 
Share capital                                                                     1,682       1,672 
Shares held by trust                                                              (34,451)    - 
Share premium                                                                     848,459     831,773 
Retained earnings                                                                 2,029,545   1,676,687* 
Group re-organisation reserve                                                     (162,166)   (162,166) 
Share based payment reserve                                                       (31,808)    (37,968) 
Fair value reserve                                                                (1,492)     12,680 
Cumulative currency translation reserve                                           (5,685)     (6,478) 
Net assets attributable to owners                                                 2,644,084   2,316,200* 
Non-controlling interest                                                          9,321       4,017* 
TOTAL EQUITY                                                                      2,653,405   2,320,217* 
TOTAL LIABILITIES AND EQUITY                                                      19,813,429  17,227,131* 
 
 

* Figures calculated due to changed PPE accounting policy from revaluation model to cost method in 2Q 2020

Consolidated Statement of Profit or Loss and Other Comprehensive Income

 
In thousands of GEL                                                                             1H'20      1H'19 
Interest income                                                                                 787,893    678,216 
Interest expense                                                                                (408,091)  (290,777) 
Net gains from currency swaps                                                                   12,522     11,147 
Net interest income                                                                             392,324    398,586 
Fee and commission income                                                                       138,752    129,885 
Fee and commission expense                                                                      (55,683)   (44,544) 
Net fee and commission income                                                                   83,069     85,341 
Net insurance premiums earned                                                                   26,618     15,992 
Net insurance claims incurred and agents' commissions                                           (16,337)   (7,925) 
Net insurance premium earned after claims and acquisition costs                                 10,281     8,067 
Net income from foreign currency operations                                                     49,406     34,987 
Net gain/(losses) from foreign exchange translation                                             (1,627)    9,214 
Net gains/(losses) from derivative financial instruments                                        (20)       (245) 
Gains less losses from disposal of investment securities measured at fair value through other 
 comprehensive income                                                                           (1,202)    147 
Other operating income                                                                          7,977      7,810 
Share of profit of associates                                                                   90         341 
Other operating non-interest income                                                             54,624     52,254 
Credit loss allowance for loans to customers                                                    (249,216)  (66,483) 
Credit loss allowance for investments in finance lease                                          (4,278)    178 
Credit loss allowance for performance guarantees and credit related commitments                 (797)      (392) 
Credit loss allowance for other financial assets                                                (4,222)    580 
Credit loss allowance for financial assets measured at fair value through other comprehensive 
 income                                                                                         (538)      (350) 
Operating profit after expected credit losses                                                   281,247    477,781 
Losses from modifications of financial instruments                                              (34,170)   - 
Staff costs                                                                                     (114,006)  (116,639) 
Depreciation and amortization                                                                   (32,215)   (32,124) 
(Provision for)/ recovery of liabilities and charges                                            77         1,441 
Administrative and other operating expenses                                                     (56,016)   (64,575) 
Operating expenses                                                                              (202,160)  (211,897) 
Profit/(loss) before tax                                                                        44,917     265,884 
Income tax expense                                                                              24,283     (12,344) 
Profit/(loss) for the period                                                                    69,200     253,540 
Other comprehensive income: 
Items that may be reclassified subsequently to profit or loss: 
Movement in fair value reserve                                                                  4,984      3,999 
Exchange differences on translation to presentation currency                                    1,165      457 
Items that will not be reclassified to profit or loss: 
Revaluation of premises and equipment 
Income tax recorded directly in other comprehensive income 
Other comprehensive income for the period                                                       6,149      4,456 
Total comprehensive income for the period                                                       75,349     257,996 
Profit/(loss) attributable to: 
 - Shareholders of TBCG                                                                         67,625     253,235 
 - Non-controlling interest                                                                     1,575      305 
Profit/(loss) for the period                                                                    69,200     253,540 
Total comprehensive income is attributable to: 
 - Shareholders of TBCG                                                                         73,793     257,687 
 - Non-controlling interest                                                                     1,556      309 
Total comprehensive income for the period                                                       75,349     257,996 
 

Consolidated Statement of Cash Flows

 
In thousands of GEL                                                                              30-Jun-20   30-Jun-19 
Cash flows from/(used in) operating activities 
Interest received                                                                                579,414     621,472 
Interest received on currency swaps                                                              12,522      11,147 
Interest paid                                                                                    (404,923)   (291,963) 
Fees and commissions received                                                                    131,347     127,685 
Fees and commissions paid                                                                        (56,054)    (44,370) 
Insurance and reinsurance received                                                               43,373      18,560 
Insurance claims paid                                                                            (13,458)    (9,727) 
Income received from trading in foreign currencies                                               49,406      46,119 
Other operating income received                                                                  2,860       11,500 
Staff costs paid                                                                                 (120,706)   (123,342) 
Administrative and other operating expenses paid                                                 (61,860)    (81,397) 
Income tax paid                                                                                  (11,983)    (30,900) 
 
 
Cash flows from operating activities before changes in operating assets and liabilities          149, 938    254,784 
 
Net change in operating assets 
Due from other banks and mandatory cash balances with the National Bank of Georgia                (183,202)  (302,690) 
Loans and advances to customers                                                                   (357,130)  (385,945) 
Net investments in lease                                                                          11,008     (3,498) 
Other financial assets                                                                            (33,976)   19,610 
Other assets                                                                                      10,847     2,869 
Net change in operating liabilities 
Due to other banks                                                                                85,357     276,076 
Customer accounts                                                                                 (88,078)   134,334 
Other financial liabilities                                                                       11,915     23,487 
Other liabilities and provision for liabilities and charges                                      3,838       9,607 
 
 
Net cash (used in)/from operating activities                                                     (389,483)   28,633 
 
 
Cash flows from/(used in) investing activities 
Acquisition of investment securities measured at fair value through other comprehensive income   (251,486)   (101,119) 
Proceeds from redemption at maturity of investment securities measured at fair value through 
 other comprehensive income                                                                      180,702     210,174 
Acquisition of bonds carried at amortised cost                                                   (495,945)   (240,420) 
Proceeds from redemption of bonds carried at amortised cost                                      171,137     126,113 
Acquisition of premises, equipment and i ntangible assets                                        (74,550)    (51,490) 
Proceeds from disposal of premises, equipment and i ntangible assets                             24,172      11,023 
Proceeds from disposal of investment property                                                    3,128       9,508 
Acquisition of subsidiaries and associates                                                       936         (14,569) 
 
 
Net cash used in investing activities                                                            (441,906)   (50,780) 
 
 
Cash flows from/(used in) financing activities 
Proceeds from other borrowed funds                                                                1,615,016  553,781 
Redemption of other borrowed funds                                                                (966,746)  (938,535) 
Repayment of principal of lease liabilities                                                       (5,420)    (1,367) 
Redemption of subordinated debt                                                                   -          (8,576) 
Proceeds from debt securities in issue                                                            171,531    820,708 
Redemption of debt securities in issue                                                            (12,569)   (5,805) 
 
Net cash flows from financing activities                                                         801,812     420,206 
 
Effect of exchange rate changes on cash and cash equivalents                                     7,797       63,373 
 
Net (decrease)/ increase in cash and cash equivalents                                            (21,780)    461,433 
Cash and cash equivalents at the beginning of the period                                         1,003,583   1,166,911 
Cash and cash equivalents at the end of the period                                               981,803     1,628,344 
 

Key Ratios

Average Balances

The average balances included in this document are calculated as the average of the relevant monthly balances as of each month-end. Balances have been extracted from TBC's unaudited and consolidated management accounts, which were prepared from TBC's accounting records. These were used by the management for monitoring and control purposes.

 
Key Ratios 
 
Ratios (based on monthly averages, where applicable)   1 H '20  1H'19 
 
Profitability ratios: 
ROE(1)                                                 5.2%     22.8%* 
ROA(2)                                                 0.7%     3.3%* 
Pre-provision ROE(3)                                   25.2%    28.7% 
Cost to income(4)                                      37.4%    38.9% 
NIM(5)                                                 4.7%     6.0% 
Loan yields(6)                                         10.1%    11.2% 
Deposit rates(7)                                       3.5%     3.4% 
Yields on interest earning assets(8)                   9.5%     10.4% 
Cost of funding(9)                                     5.0%     4.5% 
Spread(10)                                             4.4%     5.9% 
 
Asset quality and portfolio concentration: 
Cost of risk(11)                                       2.1%**   1.3% 
PAR 90 to Gross Loans(12)                              1.0%     1.3% 
NPLs to Gross Loans(13)                                2.9%     3.1% 
NPLs coverage(14)                                      134.7%   97.9% 
NPLs coverage with collateral(15)                      246.7%   206.0% 
Credit loss level to Gross Loans(16)                   3.9%     3.1% 
Related Party Loans to Gross Loans(17)                 0.1%     0.1% 
Top 10 Borrowers to Total Portfolio(18)                8.2%      8.6% 
Top 20 Borrowers to Total Portfolio(19)                12.3%     12.6% 
 
Capital optimisation: 
Net Loans to Deposits plus IFI Funding(20)             105.3%   91.4% 
Net Stable Funding Ratio(21)                           127.5%   138.1%*** 
Liquidity Coverage Ratio(22)                           124.8%   126.3% 
Leverage(23)                                           7.5x     7.4x**** 
CET 1 CAR (Basel III)(24)                              10.0%    12.0% 
Regulatory Tier 1 CAR (Basel III)(25)                  12.7%    12.4% 
Regulatory Total 1 CAR (Basel III)(26)                 17.2%    17.4% 
 

* Prior to change in PPE accounting policy from revaluation model to cost method ROE stood at 22.3%, while ROA remained unchanged in 1H 2019

** Cost of risk in 1H comprises of COVID-19 related credit loss allowances in the amount of GEL 219.9 million, which given its non-recurring nature has not been annualized.

*** Based on internal estimates

****Prior to change in PPE accounting policy from revaluation model to cost method, Leverage stood at 7.3x for 1H 2019

Ratio definitions

1. Return on average total equity (ROE) equals net income attributable to owners divided by the monthly average of total shareholders' equity attributable to the PLC's equity holders for the same period; annualised where applicable.

2. Return on average total assets (ROA) equals net income of the period divided by monthly average total assets for the same period; annualised where applicable.

3. Return on average total equity (ROE) before credit loss allowance equals net income attributable to owners excluding all credit loss allowance divided by the monthly average of total shareholders 'equity attributable to the PLC's equity holders for the same period.

4. Cost to income ratio equals total operating expenses for the period divided by the total revenue for the same period. (Revenue represents the sum of net interest income, net fee and commission income and other non-interest income).

5. Net interest margin (NIM) is net interest income divided by monthly average interest-earning assets; annualised where applicable. Interest-earning assets include investment securities excluding corporate shares, net investment in finance lease, net loans, and amounts due from credit institutions. The latter excludes all items from cash and cash equivalents, excludes EUR mandatory reserves with NBG that currently have negative interest, and includes other earning items from due from banks.

6. Loan yields equal interest income on loans and advances to customers divided by monthly average gross loans and advances to customers; annualised where applicable.

7. Deposit rates equal interest expense on customer accounts divided by monthly average total customer deposits; annualised where applicable.

8. Yields on interest earning assets equal total interest income divided by monthly average interest earning assets; annualised where applicable.

9. Cost of funding equals total interest expense divided by monthly average interest bearing liabilities; annualised where applicable.

10. Spread equals difference between yields on interest earning assets (including but not limited to yields on loans, securities and due from banks) and cost of funding (including but not limited to cost of deposits, cost on borrowings and due to banks).

11. Cost of risk equals credit loss allowance for loans to customers divided by monthly average gross loans and advances to customers; annualised where applicable.

12. PAR 90 to gross loans ratio equals loans for which principal or interest repayment is overdue for more than 90 days divided by the gross loan portfolio for the same period.

13. NPLs to gross loans equals loans with 90 days past due on principal or interest payments, and loans with a well-defined weakness, regardless of the existence of any past-due amount or of the number of days past due divided by the gross loan portfolio for the same period.

14. NPLs coverage ratio equals total credit loss allowance for loans to customers calculated per IFRS 9 divided by the NPL loans.

15. NPLs coverage with collateral ratio equals credit loss allowance for loans to customers per IFRS 9 plus the total collateral amount of NPL loans (excluding third party guarantees) discounted at 30-50% depending on segment type divided by the NPL loans.

16. Credit loss level to gross loans equals credit loss allowance for loans to customers divided by the gross loan portfolio for the same period.

17. Related party loans to total loans equals related party loans divided by the gross loan portfolio.

18. Top 10 borrowers to total portfolio equals the total loan amount of the top 10 borrowers divided by the gross loan portfolio.

19. Top 20 borrowers to total portfolio equals the total loan amount of the top 20 borrowers divided by the gross loan portfolio.

20. Net loans to deposits plus IFI funding ratio equals net loans divided by total deposits plus borrowings received from international financial institutions.

21. Net stable funding ratio equals the available amount of stable funding divided by the required amount of stable funding as defined by NBG in line with Basel III guidelines.

22. Liquidity coverage ratio equals high-quality liquid assets divided by the total net cash outflow amount as defined by the NBG.

23. Leverage equals total assets to total equity.

24. Regulatory CET 1 CAR equals CET 1 capital divided by total risk weighted assets, both calculated in accordance with the Pillar 1 requirements of the NBG Basel III standards. The reporting started from the end of 2017. Calculations are made for TBC Bank stand-alone, based on local standards.

25. Regulatory tier 1 CAR equals tier I capital divided by total risk weighted assets, both calculated in accordance with the Pillar 1 requirements of the NBG Basel III standards. The reporting started from the end of 2017. Calculations are made for TBC Bank stand-alone, based on local standards.

26. Regulatory total CAR equals total capital divided by total risk weighted assets, both calculated in accordance with the Pillar 1 requirements of the NBG Basel III standards. The reporting started from the end of 2017. Calculations are made for TBC Bank stand-alone, based on local standards.

Exchange Rates

To calculate the YoY growth without the currency exchange rate effect, we used the USD/GEL exchange rate of 2.8687 as of 30 June 2019. As of 30 June 2020 the USD/GEL exchange rate equalled 3.0552. For P&L items growth calculations without currency effect, we used the average USD/GEL exchange rate for the following periods: 1H 2020 of 3.0419, 1H 2010 of 2.7038.

Additional Disclosures

1) Subsidiaries of TBC Bank Group PLC [24]

 
                      Ownership  Country     Year               Industry             Total Assets 
                       / voting               of incorporation                        (after elimination) 
                       % as of 
                       30 June 
                       2020 
Subsidiary                                                                           Amount      % in 
                                                                                      GEL'000     TBC Group 
JSC TBC Bank          99.9%      Georgia     1992               Banking              19,245,414  97.13% 
   United Financial 
    Corporation 
    JSC               99.5%      Georgia     1997               Card processing      13,076      0.07% 
   TBC Capital 
    LLC               100.0%     Georgia     1999               Brokerage            14,961      0.08% 
   TBC Leasing 
    JSC               100.0%     Georgia     2003               Leasing              330,377     1.67% 
   TBC Kredit                                                   Non-banking 
    LLC               100.0%     Azerbaijan  1999                credit institution  18,127      0.09% 
   TBC Pay LLC        100.0%     Georgia     2009               Processing           35,816      0.18% 
                                                                Real estate 
   Index LLC          100.0%     Georgia     2011                management          977         0.00% 
   TBC Invest 
    LLC               100.0%     Israel      2011               PR and marketing     279         0.00% 
JSC TBC Insurance     100.0%     Georgia     2014               Insurance            53,156      0.27% 
    Redmed LLC        100.0%     Georgia     2019               E-commerce           692         0.00% 
TBC International 
 LLC                  100.0%     Georgia     2019               Asset management     478         0.00% 
   Swoop JSC          100.0%     Georgia     2010               Retail Trade         393         0.00% 
   LLC Online 
    Tickets           55.0%      Georgia     2015               Software Services    1, 702      0.01% 
   TKT UZ             75.00%     Uzbekistan  2019               Retail Trade         179         0.00% 
                                                                E-commerce, 
                                                                 Housing and 
   My.ge LLC          65.0%      Georgia     2008                Auto                7,079       0.04% 
   LLC Vendoo 
    (Geo)             100.0%     Georgia     2019               Retail Leasing       3,673       0.02% 
   LLC Mypost         100.0%     Georgia     2019               Postal Service       404         0.00% 
   LLC Billing 
    Solutions         51.00%     Georgia     2019               Software Services    372         0.00% 
   All property.ge                                              Real estate 
    LLC               90.0%      Georgia     2013                management          2, 178      0.01% 
   LLC F Solutions    100.00%    Georgia     2019               Software Services    7           0.00% 
Inspired LLC          51.0%      Uzbekistan  2011               Processing           7,264       0.04% 
LLC Vendoo (UZ 
 Leasing)             100.00%    Uzbekistan  2019               Consumer financing   4,893       0.02% 
 
 

2) Our Ecosystems

Our mission: Make life easier

Financial services with a strong focus on digital:

o Book value as of 30 June 2020 - GEL 2.5 billion;

o Total assets as of 30 June 2020 - GEL 19.8 billion;

o Number of customers as of 30 June 2020 - 2.7 million.

Ecosystems:

o Revenue [25] - GEL 48.3 million for 2Q 2020, up by 53% YoY;

o Net profit [26] - GEL 18.7 million for 2 Q 2020, up by 26% YoY;

o Number of visitors [27] in 2Q 2020 -6.2 million;

o TBC Bank drives 27% of the ecosystems' revenue.

Our customer-centric ecosystems

We are increasing our touchpoints with customers by creating secure, customer-centric digital ecosystems, that help our customers to satisfy their needs in the most convenient and seamless way possible.

Our ambitions are to:

o Establish new standards of customer experience;

o Facilitate digital sales and engagement;

o Create new revenue streams;

o Collect more valuable customer data.

Payments ecosystem [28]

 
                               1H 20  1H 19  Change 
Number of payments (million)   188.7  161.5  16.8% 
Payments ecosystem             141.4  114.0  24.0% 
Other payments business        47.3   47.5   -0.4% 
Volume of payments (GEL 
 billion)                      72.6   78.0   -6.9% 
Payments ecosystem             6.0    5.0    20.0% 
Other payments business        66.6   73.0   -8.8% 
 

o We are Number 1 in E-com & POS transactions volume, with a market share of above 57%; [29]

o We are among the world's best with over 86% [30] of payments being contactless;

o We have a great innovation record with a lot of "first in the region" payment innovations such as stickers, P2P, contactless cash withdrawal, Voice payments, Apple Pay, ATM QR withdrawal, TBC Bracelets and digital cards.

Our aspirations

o Annual growth rate for payments commission income of 20% in the medium term.

3) Net gains from currency swaps

In 2019, the Group entered into swap agreements denominated in foreign currencies in order to decrease its cost of funding. As the contracts reached a significant volume, the Group revisited the presentation of effects in the statement of profit or loss. Reclassifications from other non-interest operating income to net interest income have been recorded for the first three quarters in 2019.

 
In thousands of GEL             2Q'20  1Q'20  4Q'19  3Q'19 
Net gains from currency swaps   3,965  8,557  9,054  8,355 
 

4) TBC Insurance

TBC Insurance is a rapidly growing, wholly owned subsidiary of TBC Bank and is the Bank's main bancassurance partner. The company was acquired by the Group in October 2016 and has since grown significantly, becoming the second largest player on the P&C and life insurance market and the largest player in the retail segment, holding 18.5% and 34.9% market shares, ([31]) without border motor third party liability (MTPL) insurance, respectively in 2Q 2020, based on internal estimates.

TBC Insurance serves both individual and legal entities and provides a broad range of insurance products covering motor, travel, personal accident, credit life and property, business property, liability, cargo, agro, and health insurance products. The company differentiates itself through its advanced digital channels, which include TBC Bank's award-winning internet and mobile banking applications, a wide network of self-service terminals, a web channel, and B-Bot, a Georgian-speaking chat-bot that is available through Facebook messenger.

In 2Q 2019, TBC Insurance entered the health insurance market with a focus on the premium segment. Our strategy is to focus on affluent individuals and capture the affluent market by leveraging our strong brand name, leading digital capabilities and cross-selling opportunities with payroll customers. Our medium-term target is to reach 25% market share in the premium health insurance business. In 2 Q 2020 , TBC Insurance health business line

already attracted   almost 1 2 , 000 active clients, up by 26.9%   QoQ. 

The total gross written premium in 2Q 2020 grew by 7.7% YoY and amounted to GEL 21.5 million, while net earned premium increased by 41.4% YoY. Starting from July 2019, we stopped re-insuring the motor portfolio, which led to an increase in net earned premium as a result of the decrease in re-insurance costs. On the other hand, this change led to increase in net claims. Overall, the impact on the net profit was marginally positive due to our well-diversified portfolio and prudent risk management.

In 2Q 2020, the net combined ratio ([32]) increased by 1.3 pp YoY and stood at 82 . 6 %, driven by the health insurance business line; without the health insurance business, our net combined ratio would have been 79 . 4 %, down by 2.8 pp.

In 2Q 2020, net profit increased substantially both YoY and QoQ, since we observed significant drop in motor and health insurance claims during the lock-down period related to the COVID-19 pandemic as well as our increased focus on cost optimization.

TBC Insurance distributed a GEL 5 million dividend for the first time since the inception of operations in 2016.

 
Information excluding health   2 Q'20  1 Q'    2 Q'19   1H'20   1H'19 
 insurance                              20 
In thousands of GEL 
Gross written premium          18,849  18,294  19,557   37,143  37,028 
Net earned premium ([33])      15,535  16,002  12,2 18  31,537  22,895 
Net profit                     3,248   2,517   2,210    5,765   4,252 
 
Net combined ratio             79.4%   86.3%   76.6%    82.9%   77.9% 
 
 
Information including health   2 Q'20  1 Q'    2 Q'19  1H'20   1H'19 
 insurance                              20 
In thousands of GEL 
Gross written premium          21,540  20,195  19,991  41,735  37,462 
Net earned premium             17,329  17,317  12,259  34,646  22,936 
Net profit                     3,109   1,928   1,803   5,037   3,807 
 
Net combined ratio             82.6%   91.5%   81.3%   87.0%   80.6% 
 

2 Q 2019 figures are provided without subsidiaries of TBC Insurance: Swoop JSC, GE Commerce LTD, All Property LTD and 1Q 2020 and 2Q 2020 figures are given without Redmed LTD.

All figures in the above table are presented before consolidation eliminations.

6) Main terms of shareholders' agreement with Yelo Bank

o TBC Bank and Yelo Bank (former Nikoil Bank) signed a shareholders agreement in January 2019 to merge our Azeri subsidiary, TBC Kredit (with total equity of USD 4.2 mln as of 30 June 2020) with Yelo Bank (with total equity of USD 29 mln as of 30 June 2020);

o The transaction is subject to regulatory approval, which is pending;

o Our share in the joint entity will be 8.34% with a call option to increase it to 50%+1 share within four years, based on a fixed price formula;

o There is no capital commitment from TBC side;

o We are refreshing our approach in light of the COVID-19 pandemic and our expansion into Uzbekistan;

o The Group is assessing the feasibility of the completion of the transaction.

7) Loan book breakdown by stages according IFRS 9

Total (in million GEL)

 
Stage  Gross   % of total  Allowance  LLP rate* 
1      11,332  83.1%       177        1.6% 
2      1,899   13.9%       196        10.3% 
3      404     3.0%        157        38.9% 
Total  13,635  100.0%      530        3.9% 
 

Corporate (in million GEL)

 
Stage  Gross  % of total  Allowance  LLP rate* 
1      4,443  87.6%       49         1.1% 
2      464    9.2%        6          1.3% 
3      164    3.2%        54         32.9% 
Total  5,071  100.0%      109        2.2% 
 

MSME (in million GEL)

 
Stage  Gross  % of total  Allowance  LLP rate* 
1      2,652  82.7%       40         1.5% 
2      443    13.8%       45         10.2% 
3      111    3.5%        38         34.2% 
Total  3,206  100.0%      123        3.8% 
 

Consumer (in million GEL)

 
Stage  Gross  % of total  Allowance  LLP rate* 
1      1,560  79.5%       78         5.0% 
2      341    17.4%       110        32.3% 
3      61     3.1%        39         63.9% 
Total  1,962  100.0%      227        11.6% 
 

Mortgage (in million GEL)

 
Stage  Gross  % of total  Allowance  LLP rate* 
1      2,678  78.8%       10         0.4% 
2      651    19.2%       35         5.4% 
3      68     2.0%        26         38.2% 
Total  3,397  100.0%      71         2.1% 
 

* LLP rate is defined as credit loss allowances divided by gross loans

Material Existing and Emerging Risks

Risk management is a critical pillar of the Group's strategy. It is essential to identify emerging risks and uncertainties that could adversely impact on the Group's performance, financial condition and prospects. This section analyses the principal risks and uncertainties the Group faces. However, we cannot exclude the possibility of the Group's performance being affected by as yet unknown risks and uncertainties other than those listed below.

The Board has undertaken a robust assessment of the principal risks facing the Group and the long-term viability of the Group's operations, in order to determine whether to adopt the going concern basis of accounting. The management has a reasonable expectation that the Group has sufficient resources to continue its business operations in the foreseeable future. In making this judgement, the management considered a wide range of current and future conditions including the Group's financial position, intentions, profitability of operations and access to financial resources. In the assessment of future conditions, the management performed a stress test exercise using a range of internally developed plausible macroeconomic scenarios and satisfied themselves that the Group's capital and liquidity positions are adequate to meet the regulatory requirements and continue in business for the foreseeable future.

Principal Risk and Uncertainties

1. PRINCIPAL RISK

Credit risk is an integral part of the Group's business activities. As a provider of banking services, the Group is exposed to the risk of loss due to the failure of a customer or counterparty to meet their obligations to settle outstanding amounts in accordance with the agreed terms.

Risk description

Credit risk is the greatest material risk faced by the Group, given that the Group is engaged principally in traditional lending activities. The Group's customers include legal entities as well as individual borrowers.

Due to the high level of dollarization of Georgia's financial sector, currency-induced credit risk is a component of credit risk, which relates to risks arising from foreign currency-denominated loans to unhedged borrowers in the Group's portfolio. Credit risk also includes concentration risk, which is the risk related to credit portfolio quality deterioration as a result of large exposures to single borrowers or groups of connected borrowers, or loan concentration in certain economic industries. Losses may be further aggravated by unfavourable macroeconomic conditions. These risks are described in more detail as a separate principal risk.

COVID- 19 has increased uncertainty and caused significant economic disruptions, with the hospitality & leisure, real estate management and development sectors especially adversely affected. Such economic disruptions may deteriorate the financial standing of borrowers and result in increased credit risk for the Group.

Risk mitigation

A comprehensive credit risk assessment framework is in place with a clear segregation of duties among the parties involved in the credit analysis and approval process. The credit assessment process is distinct across segments, and is further differentiated across various product types to reflect the differing natures of these asset classes. Corporate, SME and larger retail and micro loans are assessed on an individual basis, whereas the decision making process for smaller retail and micro loans is largely automated. The rules for manual and automated underwriting are developed by units within the risk function, which are independent from the origination and business development units. In the case of corporate and SME borrowers, the loan review process is conducted within specific sectoral cells, which accumulate deep knowledge of the corresponding sectoral developments.

The Group uses a robust monitoring system to react promptly to macro and micro developments, identify weaknesses in the credit portfolio and outline solutions to make informed risk management decisions. Monitoring processes are tailored to the specifics of individual segments, as well as encompassing individual credit exposures, overall portfolio performance and external trends that may impact on the portfolio's risk profile. Additionally, the Group uses a comprehensive portfolio supervision system to identify weakened credit exposures and take prompt, early remedial actions, when necessary.

Since the start of the pandemic the Bank granted 3-month payment holidays on principal and interest payments for individual and MSME customers as well as those corporate customers who have been affected by current situation. The take-up rate per segments were: 32% - corporate, 59% - MSME, 77% - retail and 55% of the total portfolio. In June, the 3-month payment holiday was extended for a further three months to its most vulnerable retail and micro customers, based on specific qualification criteria in order to support borrowers who have lost their main source of income during the COVID-19 pandemic. The take-up rate per segments were: 5% - corporate, 24% - MSME, 29 % - retail and 19% of the total portfolio.

Additionally, the Bank actively performs stress testing and scenario analysis in order to check the resilience of borrowers under various stress conditions. Intensive financial monitoring is being carried out to duly identify the borrower's weakened financial and business prospects, aiming to offer restructuring tailored to their individual needs.

The Bank revised and tightened credit underwriting standards across all segments in light of COVID-19.

The Group's credit portfolio is structurally highly diversified across customer types, product types and industry segments, which minimizes credit risk at the Group level. As of 30 June 2020, the retail segment represented 39.3% of the total portfolio, which was split between mortgage and non-mortgage exposures 63.4% and 36.6%, respectively. No single business sector represented more than 8.9% of the total portfolio as of H1 2020.

Collateral represents the most significant credit risk mitigation tool for the Group, making effective collateral management one of the key risk management components. Collateral on loans extended by the Group may include, but is not limited to, real estate, cash deposits, vehicles, equipment, inventory, precious metals, securities and third party guarantees.

The Group has a largely collateralised portfolio in all its segments, with real estate representing a major share of collateral. As of 30 June 2020, 74.9% of the Group's portfolio was secured by cash, real estate or gold. A sound collateral management framework ensures that collateral serves as an adequate mitigating factor for credit risk management purposes.

2. PRINCIPAL RISK

The Group faces currency-induced credit risk due to the high share of loans denominated in foreign currencies in the Group's portfolio.

A potential material GEL depreciation is one of the most significant risks that could negatively impact portfolio quality, due to the large presence of foreign currencies on the Group's balance sheet. Unhedged borrowers could suffer from an increased debt burden when their liabilities denominated in foreign currencies are amplified.

Risk description

A significant share of the Group's loans (and a large share of the total banking sector loans in Georgia) is denominated in currencies other than GEL, particularly in US$ and EUR. As of H1 2020, the local regulator, the National Bank of Georgia ("NBG") reported that 57.1% of total banking sector loans were denominated in foreign currencies. As of the same date, 60.7% of the Group's total gross loans and advances to customers (before provision for loan impairment) were denominated in foreign currencies.

The income of many customers is directly linked to foreign currencies via remittances, tourism or exports. Nevertheless, customers may not be protected against significant fluctuations in the GEL exchange rate against the currency of the loan. The US$/GEL rate remained volatile throughout H1 2020 and the GEL weakened 6.5% YTD. The GEL remains in free float and is exposed to many internal and external factors that in some circumstances could result in its depreciation.

Risk mitigation

Particular attention is paid to currency-induced credit risk, due to the high share of loans denominated in foreign currencies in the portfolio. The vulnerability to exchange rate depreciation is monitored in order to promptly implement an action plan, as and when needed. The ability to withstand certain exchange rate depreciation is incorporated into the credit underwriting standards, which also include significant currency devaluation buffers for unhedged borrowers. The NBG, under its responsible lending initiative, which came into force on 1 January 2019, introduced significantly more conservative PTI and LTV thresholds for unhedged retail borrowers, further limiting their exposure to currency induced credit risk. The NBG eased the above-mentioned regulation from April 2020. The changes are more relevant to hedged borrowers. For unhedged borrowers, PTI and LTV thresholds will remain significantly more conservative. In addition, the Group holds significant capital against currency-induced credit risk. Given the experience and knowledge built throughout the recent currency volatility, the Group is in a good position to promptly mitigate exchange rate depreciation risks.

3. PRINCIPAL RISK

The Group's performance may be compromised by adverse developments in the economic environment.

A stronger contraction of the economy in Georgia and political instability related to the upcoming parliamentary elections could have a more significant impact on the repayment capacity of the borrowers, restraining their future investment and expansion plans. These occurrences would be reflected in the Group's portfolio quality and profitability, and would further impede portfolio growth rates. Negative macroeconomic developments could compromise the Group's performance through various parameters, such as exchange rate depreciation, a spike in interest rates, rising unemployment, a decrease in household disposable income, falling property prices, worsening loan collateralisation, or falling debt service capabilities of companies as a result of decreasing sales. Potential political and economic instability in neighbouring countries and Georgia's main trading partners could negatively impact the country's economic outlook through a worsening current account (e.g. decreased exports, tourism inflows, remittances and foreign direct investments).

Risk description

According to Geostat, real GDP increased by 2.2% in the first quarter of 2020 and fell sharply by 16.6% in April and by 13.5% in May as strict mobility restrictions were introduced. The decline moderated somewhat in June to -7.7%, which can be attributed to the easing of restrictions that began at the end of May 2020. The recovery started from June 2020, but it has been uneven with tourism related sectors remaining deeply negative as borders are still mostly closed with several flights only expected to resume from August 2020

On the other hand, other major sources of inflows displayed much better dynamics: exports fell by 31.3% YoY in May 2020 but moderated to -14.0% YoY in June, while remittance inflows even experienced positive growth, although to some extent that reflected an increase in electronic transfers as physical borders remain closed. Domestic demand dynamics also seem promising with a recovery in imports and a number of high-frequency indicators(1) rebounding strongly after hitting lows in April-May.

Key budget parameters were revised substantially to accommodate a stimulus package to support the economy amid the COVID-19 related fallout. The budget deficit is currently projected at 8.5% of GDP for 2020, which will mostly be financed by external borrowing amounting to USD 1.7 billion (excl. repayments). Additional spending will be diverted both to social spending and to support crisis-affected sectors. More importantly, the secured funding is enough to finance the increased budget deficit, as well as to create an additional buffer of 2.7 billion GEL (5.4% of GDP), which will be available in case of further deterioration of the macro scenario, compared with the baseline one.

As of the end of June 2020, the USD/GEL exchange rate depreciated by 17.0% YoY, while the EUR/GEL exchange rate depreciated by 5.5% YoY. The real effective exchange rate (REER) of the GEL weakened by 2.1% YoY in June 2020 while it appreciated by 1.4% MoM. The NBG continues to sell FX reserves to address the shortage of inflows caused by the pandemic. Also, the central bank has been gradually cutting the monetary policy rate to support GEL lending, while taking into account wider uncertainties and its goal of bringing inflation down closer to its target. Bank credit growth also moderated to 13.9% YoY on FX adjusted terms as of June 2020, compared to 17.1% YoY growth by the end of 1Q 2020. So far, there are no signs of a "credit crunch" that could further exacerbate the impact of crises on the real economy.

Georgia remains vulnerable to further deterioration of the external and internal economic environment, which would further worsen key macroeconomic variables including GDP growth and exchange rate.

Risk mitigation

To decrease its vulnerability to economic cycles, the Group identifies cyclical industries and proactively manages its underwriting approach and clients within its risk appetite framework.

The Group has in place a macroeconomic monitoring process that relies on close, recurrent observation of the economic developments in Georgia, as well as in neighbouring countries, to identify early warning signals indicating imminent economic risks. This system allows the Group to promptly assess significant economic and political occurrences and analyse their implications for the Group's performance. The identified implications are duly translated into specific action plans with regards to reviewing the underwriting standards, risk appetite metrics or limits, including the limits for each of the most vulnerable industries.

Additionally, the stress testing and scenario analysis applied during the credit review and portfolio monitoring processes enable the Group to have an advance evaluation of the impact of macroeconomic shocks on its business. Resilience towards a changing macroeconomic environment is incorporated into the Group's credit underwriting standards. As such, borrowers are expected to withstand certain adverse economic developments through prudent financials, debt-servicing capabilities and conservative collateral coverage.

Taking into account the impact of the COVID-19 crisis on Georgia's economy, the Group has adjusted its risk management framework leveraging its already existing stress testing practices.

4. PRINCIPAL RISK

The Group faces the capital risk of not meeting the minimum regulatory requirements. The Bank is regulated by the National Bank of Georgia (NBG). The regulation requires compliance with certain capital adequacy ratios. The local regulator has the right to impose additional regulations on a bank if it perceives excessive risks and uncertainties in that lender or in the market. In addition, potential GEL depreciation would increase the Bank's risk weighted assets and impairment charges, which in turn would negatively affect the Bank's capital adequacy ratios. A 10% GEL depreciation translates into negative impacts of 0.86 pp, 0.75 pp and 0.58 pp on CET1, Tier 1 and Total Regulatory capital adequacy ratios, respectively.

Risk description

In light of the COVID-19 pandemic, the NBG implemented certain countercyclical measures in relation to capital adequacy requirements:

-- Postponing the phasing in of concentration risk and the net GRAPE (General Risk Assessment Program) buffer capital requirements on CET1 capital, planned in March 2020;

-- Allowing banks to use the conservation buffer and 2/3 of currency induced credit risk (CICR) buffer;

-- Leaving open the possibility of releasing all the remaining pillar 2 buffers (remaining 1/3 CICR, concentration risk and Net Grape buffers) in case of necessity.

Whenever the Bank utilizes conservation and Pillar 2 buffers, it is restricted to make any capital distribution.

If the NBG changes the decision with regards to capital adequacy limits, the banking sector shall have one year to comply with the changes.

In March 2020, the Bank created additional credit loss allowances according to local standards to cover for potential COVID-19 related losses in the amount of 3.1% of the total loan book, which had a 2.19 pp impact on CET1 CAR.

As a result, the Bank's capitalization as of June 2020 stood at 10.0%, 12.7% and 17.2% compared to the regulatory minimum requirement of 6.9%, 8.7% and 13.3% for CET1, Tier 1 and Total capital, respectively. The ratios were well above the new regulatory minimums.

Risk mitigation

The Group undertakes stress-testing and sensitivity analysis to quantify extra capital consumption under different scenarios. Such analyses indicate that the Group holds sufficient capital to meet the current minimum regulatory requirements. Capital forecasts, as well as the results of the stress-testing and what-if scenarios, are actively monitored with the involvement of the Bank's Management Board and Risk Committee to ensure prudent management and timely actions when needed.

5. PRINCIPAL RISK

The Group is exposed to regulatory and enforcement action risk.

The Bank's activities are highly regulated and thus face regulatory risk. The NBG can increase prudential requirements across the whole sector as well as for specific institutions within it. Therefore, the Group's profitability and performance may be compromised by an increased regulatory burden.

Risk description

The NBG sets lending limits and other economic ratios (including, inter alia, lending, liquidity and investment ratios) in addition to mandatory capital adequacy ratios.

The NBG is also responsible for conducting investigations into specific transactions to ensure compliance with Georgian finance laws and regulations. In that regard, the Bank was subject to an inspection by the NBG in connection with certain transactions that took place in 2007 and 2008. The inspection alleged that these transactions between the Bank and certain entities were not in technical compliance with Georgian law regulating conflicts of interest. In February 2019, the Company, the Bank and the NBG issued a joint statement confirming the settlement of this investigation and stating that the Bank had fully complied with the normative economic requirements and limits set by the NBG.

In parallel, the Georgian Office of Public Prosecution launched an investigation into the same matter and has charged the founders of the Bank. The court case with the founders is ongoing. However, the founders have stood down from all their positions within the Group and the Bank.

Under Georgian banking regulations, the Bank is required, among other things, to comply with minimum reserve requirements and mandatory financial ratios, and regularly to file periodic reports. The Bank is also regulated by the tax code and other relevant laws in Georgia. Following the Company's listing on the London Stock Exchange's premium segment, the Group became subject to increased regulations from the UK Financial Conduct Authority. In addition to its banking operations, the Group also offers other regulated financial services products, including leasing, insurance and brokerage services.

TBC Bank's subsidiary has been granted a banking licence in Uzbekistan and has launched its banking operations there initially in a pilot mode for "friends and family", with plans to extend its services to the broader population in August 2020. As a result of this project, increased regulatory compliance requirements for the Group are anticipated.

Additionally, as part of the Group's international strategy, the ongoing merger between Yelo Bank (former Nikoil Bank) and TBC Kredit is subject to regulatory approval. If the approval is granted, the Group's intention is to increase its shareholding in the merged entity to over 50% over a four-year period. This will, in turn, increase the Group's exposure to the regulatory environment in Azerbaijan. However the Group is assessing the feasibility of the completion of the transaction.

The Group takes operational steps with the intention of ensuring compliance with the relevant legislation and regulations. The Group is also subject to financial covenants in its debt agreements. For more information, see page 114 in the Group's Reviewed Financial Statements.

Risk mitigation

The Group has established systems and processes to ensure full regulatory compliance, which are embedded in all levels of the Group's operations. The dedicated compliance department reports directly to the Chief Executive Officer and has a primary role in the management of regulatory compliance risk. The Group's Risk Committee is responsible for regulatory compliance at the Board level. In terms of banking regulations and Georgia's taxation system, the Group is closely engaged with the regulator to ensure that new procedures and requirements are discussed in detail before their implementation. Although the decisions made by regulators are beyond the Group's control, significant regulatory changes are usually preceded by a consultation period that allows all lending institutions to provide feedback and adjust their business practices.

Regarding the investigations by the NBG in February 2019, the Company, the Bank and the NBG issued a joint announcement confirming the settlement of this investigation. In response to the regulatory review and investigations, the founding shareholders have stood down from their roles within the Group and the Bank. The Company has implemented a mirror board structure strengthening the board with the new appointments. In addition, the Bank, with the assistance of external advisers, undertook a review of the Bank's relevant internal controls systems. Although these reviews did not identify any material deficiencies in the Bank's existing internal controls and compliance systems, they did make certain technical recommendations for further improvements in the Bank's processes and procedures, which are being implemented.

6. PRINCIPAL RISK

The Group is exposed to concentration risk.

Banks operating in developing markets are typically exposed to both single-name and sector concentration risks.

The Group has large individual exposures to single-name borrowers whose potential default would entail increased credit losses and high impairment charges.

The Group's portfolio is well diversified across sectors, resulting in only a moderate vulnerability to sector concentration risks. However, should exposure to common risk drivers increase, the risks are expected to amplify correspondingly.

Risk description

The Group's loan portfolio is diversified, with maximum exposure to the single largest industry (Real Estate) standing at 8.9% of the loan portfolio as of H1 2020. This figure is reasonable and demonstrates adequate credit portfolio diversification.

As of H1 2020, exposure to the 20 largest borrowers stands at 12.3% of the loan portfolio, which is in line with the Group's target of alleviating concentration risk.

Risk mitigation

The Group constantly monitors the concentrations of its exposure to single counterparties, as well as sectors and common risk drivers, and it introduces limits for risk mitigation.

As part of its risk appetite framework, the Group limits both single-name and sector concentrations. Any considerable change in the economic or political environment, in Georgia as well as in neighbouring countries, will trigger the Group's review of the risk appetite criteria to mitigate emerging risk concentrations. Stringent monitoring tools are in place to ensure compliance with the established limits.

The NBG's capital framework includes a concentration buffer under Pillar 2 that helps to ensure that the Group remains adequately capitalised to mitigate concentration risks.

7. PRINCIPAL RISK

Liquidity risk is inherent in the Group's operations.

While the Board believes that the Group currently has sufficient financial resources available to meet its obligations as they fall due, liquidity risk is inherent in banking operations and can be heightened by numerous factors. These include an overreliance on, or an inability to access, a particular source of funding, as well as changes in credit ratings or market-wide phenomena, such as the global financial crisis that commenced in 2007.

Access to credit for companies in emerging markets is significantly influenced by the level of investor confidence and, as such, any factors affecting investor confidence (e.g. a downgrade in credit ratings, central bank or state interventions, or debt restructurings in a relevant industry) could influence the price or the availability of funding for companies operating in any of these markets.

Risk description

Throughout H1 2020, the Group was in compliance with the minimum liquidity requirements set by the NBG. This is in addition to the Basel III guidelines, under which a conservative approach was applied to deposit withdrawal rates, depending on the concentration of client groups. From October 2019, the Bank's foreign currency mandatory reserve was fully categorized as a high quality liquid asset (HQLA) for regulatory LCR calculation purposes, which had a positive effect on the LCR ratio. In September 2019, the NBG also introduced a Net Stable Funding Ratio.

As of 30 June 2020, the net loan to deposits plus international financial institution funding ratio stood at 105.3%, the liquidity coverage ratio at 124.8%, and the net stable funding ratio at 127.5%. These figures are all comfortably above the NBG's minimum requirements or guidance for such ratios.

As a result of the COVID-19 pandemic, the NBG implemented certain countercyclical measures in relation to liquidity requirements:

   --      opened USD/GEL FX swap lines with unlimited amounts; 
   --      removed  minimum requirement on GEL, LCR (>=75%) for one year period; 
   --      allowed pledging a business loans for liquidity support purposes. 

If necessary, the NBG will implement following measures:

   --      decreasing LCR limits; 
   --      decreasing mandatory reserve requirements in foreign currency. 

Risk mitigation

To mitigate this risk, the Group holds a solid liquidity position and performs an outflow scenario analysis for both normal and stress circumstances to make sure that it has adequate liquid assets and cash inflows. The Group maintains a diversified funding structure to manage the respective liquidity risks. The Board believes there is adequate liquidity to withstand significant withdrawals of customer deposits, but the unexpected and rapid withdrawal of a substantial amount of deposits could have a material adverse impact on the Group's business, financial condition, and results of operations and/or prospects. As part of its liquidity risk management framework, the Group has a liquidity contingency plan in place outlining the risk indicators for different stress scenarios and respective action plans. The liquidity risk position and compliance with internal limits are closely monitored by the Assets and Liabilities Management Committee (ALCO).

8. PRINCIPAL RISK

Any decline in the Group's net interest income or net interest margin could lead to a reduction in profitability.

Net interest income accounts for the majority of the Group's total income. Consequently, fluctuations in its NIM affect the results of operations. The new regulations as well as high competition could drive interest rates down, compromising the Group's profitability. At the same time, the cost of funding is largely exogenous to the Group and is derived from both national and international markets.

Risk description

The majority of the Group's total income derives from net interest income. Consequently, the NIM's fluctuations affect the Group's results. In H1 2020, the NIM decreased by 1.3 pp YoY to 4.7%. The decrease was mainly driven by the market pressure on funding rate in local currency and the introduction of the responsible lending regulation from 1 January 2019, limiting the Bank's ability to lend money to higher-yield retail customers, as well as other factors such as foreign currency exchange rate depreciation.

The Group manages its direct exposure to the LIBOR and local refinancing rates through respective limits and appropriate pricing. As of 30 June 2020, GEL 5,988 million in assets (30%) and GEL 4,143 million in liabilities (24%) were floating, related to the LIBOR/FED/ ECB (deposit facility) rates, and as per internal judgment, whereas GEL 5,526 million of assets (28%) and GEL 3,595 million of liabilities (21%) were floating, related to the NBG's refinancing rate. The reprising maturity of floating liabilities within a one-year horizon exceeds the one of floating assets.

Risk mitigation

In 2020, the pressure on NIM is expected be partially offset by our increased focus on cost efficiency, while in the medium term, the increase in fee and commission income and other operating income will support the Bank's profitability.

To mitigate the asset-liability maturity mismatch, in cases where loans are extended on fixed rather than floating terms, the interest rate risk is translated into price premiums, safeguarding against changes in interest rates.

9. PRINCIPAL RISK

The threat posed by cyber-attacks has increased in recent years and it continues to grow. The risk of potential cyber-attacks, which have become more sophisticated, may lead to significant security breaches. Such risks change rapidly and require continued focus and investment.

Erroneous statement in TBC Bank Group PLC's Annual Report and Accounts for year ended 31 December 2019.

The following statement was included on Page 58 of the Strategic Report of the above accounts:

"We are conducting external audits and threat intelligence led cyber-attack readiness exercises on a regular basis, which provides us with a practical view of our information and cyber security position. It also gives us a benchmark against international best practices and helps to define readiness levels against real-world cyber threats. We are using it as one of the inputs in our continuous improvement cycle. The latest review was conducted in 2019 by Deloitte UK, which confirmed that our critical systems ensure high reliability against cyber threats."

We have been alerted to the fact that the last sentence, which refers to 'Deloitte UK's findings, is erroneous. Whilst Deloitte LLP did undertake a threat intelligence led cyber-attack readiness exercise, their findings were materially different to those presented in our Annual Report and, for the avoidance of doubt, their review did not confirm that our critical systems ensure high reliability against cyber threats. The review identified a number of security weaknesses and made recommendations for remedial actions, which the Bank is now implementing. Further, Deloitte LLP's review did not constitute any form of external audit or other assurance review.

Risk description

During the pandemic, the Bank's dependency on its IT systems further increased as around 95% of the Bank's back office employees are working remotely. Remote working practices may result in increased system and behavioural risks.

No major cyber-attack attempts have targeted Georgian commercial banks in recent years. Nonetheless, the Group's rising dependency on IT systems increases its exposure to potential cyber-attacks.

Risk mitigation

The Group actively monitors, detects and prevents risks arising from cyber-attacks. Staff members monitor developments on both the local and international markets to increase awareness of emerging forms of cyber-attacks. Intrusion prevention and Distributed Denial of Service (DDoS) protection systems are in place to protect the Group from external cyber-threats. Security incident and event monitoring systems, in conjunction with the respective processes and procedures, are in place to handle cyber-incidents effectively.

Processes are continuously updated and enhanced to respond to new potential threats. A data recovery policy is in place to ensure business continuity in case of serious cyber-attacks. In addition, an Information Security Steering Committee is actively involved in improving information security and business continuity management processes to minimise information security risks.

As a result of the COVID-19 pandemic, the Bank activated secure remote working policies, which ensure that homeworking environments are protected against relevant cyber-threats, and our security team provides effective oversight of teleworking channels. Additionally, awareness program and communication strategy was refreshed to increase the effectiveness of remote working capabilities.

10. PRINCIPAL RISK

External and internal fraud risks are part of the operational risk inherent in the Group's business. Considering the increased complexity and diversification of operations, together with the digitalisation of the banking sector, fraud risks are evolving. Unless proactively managed, fraud events may materially impact the Group's profitability and reputation.

Risk description

External fraud events may arise from the actions of third parties against the Group, most frequently involving events related to banking cards, loans and cash. Internal fraud events arise from actions committed by the Group's employees, and such events happen less frequently.

During the reporting period, the Group faced only a few instances of fraud, none of which had a material impact upon the Group's profit and loss statement. Nonetheless, fraudsters are adopting new techniques and approaches to exploit various possibilities to illegally obtain funds. Fraud threats are relatively elevated in relation to COVID-19 due to the potential growth of external scams, the economic downturn and other related factors. Therefore, unless properly monitored and managed, the potential impact can become substantial.

Risk mitigation

The Group actively monitors, detects and prevents risks arising from fraud events, and permanent monitoring processes are in place to detect unusual activities in a timely manner. The risk and control self-assessment exercise focuses on identifying residual risks in key processes, subject to the respective corrective actions. Given our continuous efforts to monitor and mitigate fraud risks, together with the high sophistication of our internal processes, the Group ensures the timely identification and control of fraud-related activities.

11. PRINCIPAL RISK

The Group is currently exposed to reputational risk.

The media coverage in Georgia surrounding the founders of the Bank represents a risk to the reputation of the Group.

Risk description

There are principal risks that may arise from negative publicity surrounding TBC Bank and its public perception, as well as that of the banking sector in Georgia as a whole. In particular, media exposure in relation to TBC Bank and its founders has threatened to have an adverse impact on the Bank's operations. An inability to manage such reputational risks could have an adverse impact upon the Bank and its stakeholders, including its clients, employees and shareholders.

Risk mitigation

To mitigate possibility of reputational risks, the Bank works continuously to maintain strong brand recognition within its stakeholders. The Bank actively monitors its brand value by receiving feedback from stakeholders on an ongoing basis. The Group tries to identify early warning signs of potential reputational or brand damage in order to both mitigate it and elevate it to the attention of the Board before escalation. Dedicated internal and external marketing and communications teams are in place which have the responsibility to monitor risks, develop scenarios and create respective action plans.

12. PRINCIPAL RISK

The Group faces the risk that its strategic initiatives do not translate into long-term sustainable value for its stakeholders .

The Group's business strategy may not adapt to the environment of ever changing customer needs.

Risk description

The Group may face the risk of developing a business strategy that does not safeguard long-term value creation in an environment of changing customer needs, competitive environment and regulatory restrictions. In addition, the Group may be exposed to the risk that it will not be able to effectively deliver on its strategic priorities and thereby compromise its capacity for long-term value creation. Further, increased uncertainty together with the major economic and social disruptions caused by the COVID-19 pandemic may hamper the Group's ability to effectively develop and execute its strategic initiatives in a timely manner.

Risk mitigation

The Group conducts annual strategic review sessions involving the Bank's top and middle management in order to ensure that it remains on the right track and assesses business performance across different perspectives, concentrating analysis on key trends and market practices, both in the regional and global markets. In addition, the Bank continuously works with the world's leading consultants in order to enhance its strategy. Further, the Group conducts quarterly analysis and monitoring of metrics used to measure strategy execution, and in case of any significant deviations, it ensures the development of corrective or mitigation actions.

In light of the COVID-19 pandemic, the Group has reviewed its strategic priorities given an increased pressure on capital and people as well as emerging new opportunities. While the main themes have not changed, the Group has prioritized digital channels, customer centricity, data analytics and international expansion for the next three years ahead.

1 3 . PRINCIPAL RISK

The Group is exposed to risks related to its ability to attract and retain highly qualified employees .

A strong employee base is vital to the success of the Group .

Risk description

The Group faces the risk of losing of key personnel or the failure to attract, develop and retain skilled or qualified employees. In particular, the strategic decision to transform into a digital company entails increased demands on highly competent IT professionals across the Group. In addition, in order to adapt to the fast changing business environment, the Group needs to foster an "Agile" culture and equip employees with the necessary skills. In addition, COVID-19 has created additional HR challenges in relation to safeguarding employees' health and wellbeing, maintaining high efficiency levels as well as strong internal communication and a strong corporate culture.

Risk mitigation

The Group pays significant attention to human capital management strategies and policies, which include approaches to the recruitment, retention and development of talent, and offers competitive reward packages to its employees. The Group has also developed and implemented an "Agile" framework that aims to increase employee engagement and satisfaction. Moreover, the Bank has set up an IT academy to attract and train young professionals. The best students are offered employment at the Bank. In addition, the Bank has an in-house academy that provides various courses for employees in different fields.

In response to the COVID-19 pandemic, we have promptly moved our back-office employees to a remote working practise by equipping them with all the necessary IT infrastructure. At the same time, to ensure effective internal communication, we enhanced different digital channels to engage with our employees. Regular management meetings are being conducted with staff in order to keep them updated with the Group's strategic initiatives and financial position as well as address their concerns during this highly uncertain period. In addition, in order to promote our corporate culture, the Bank's internal Facebook group has become more active by posting employee profiles and sharing success stories.

In relation to our front-office employees, we have introduced appropriate safety and social distancing measures in our branches and offices in line with WHO recommendations. We have also introduced two-week shifts for the front office staff to mitigate the pandemic risk. In addition, financial benefits were given to employees with high-risk exposure.

Emerging Risks

Emerging risks are those that have large unknown components and may affect the performance of the Group over a longer time horizon. We believe the following risks have the potential to increase in significance over time and could have the same impact on the Group as the principal risks.

1. EMERGING RISK

The Group is exposed to the risks inherent in international operations.

TBC Bank's subsidiary, TBC Bank in Uzbekistan, obtained a banking licence in April 2020 and has launched its banking operations in Uzbekistan, initially in a pilot mode for "friends and family", with plans to extend its services to the broader population in August 2020. The total amount of investment in 2020 from all shareholders is expected to amount to about US$ 40 million. TBC Group will hold around 51%. This investment exposes the Group to Uzbekistan's macro-economic political and regulatory environments, including exposure to risks arising from credit, market, operational and capital adequacy risks as well as risks related to COVID-19 in Uzbekistan. In addition, the Group is considering the feasibility of its expansion plans in Azerbaijan.

Currently, the Group's business activities are mainly concentrated in Georgia, but international activities are expected to contribute to around 30% of the Group's loan book over the medium to long-term.

Risk description

The risk posed by the operating environment in Uzbekistan and Azerbaijan may change the Group's risk profile as a result of this international expansion.

According to the latest IMF forecasts, Uzbekistan is a rapidly developing economy with over 5% real GDP growth projected in the medium term. The Uzbekistani economy is well diversified with no major reliance on a particular industry. It has one of the lowest public debts as a percentage of GDP in the region and high international reserves, implying macroeconomic stability as well as room for future high growth. The new government of Uzbekistan plans to reform the economy and open it up to foreign investment. While the operational environment in Uzbekistan can be assessed as attractive, there are important risks that could materially affect the Group's performance in the country. These risks include, but are not limited to, political instability, the slow pace of reforms, adverse developments in inflation and fluctuations in the exchange rate. As for the impact of COVID-19, per latest World Bank projections, Uzbekistan GDP is expected to still demonstrate positive growth of 1.5% in 2020. As for the recovery in 2021, it is expected to be a solid 6.6%.

Azerbaijan is a small, open economy with a high reliance on oil exports. The economy of Azerbaijan started to recover in 2017 after a contraction in 2016 that was caused by the significant decline in oil prices in the period 2014-2016. The combination of a slump in oil prices and COVID-19 related restrictions has again triggered recession in Azerbaijan and, according to the latest World Bank estimates, Azerbaijani GDP is expected to drop by 2.6% in 2020, before recovering by 2.2% in 2021. Furthermore, potential political instability and unfavourable developments in state regulations can also negatively affect the Group's business in Azerbaijan.

Risk mitigation

The Group's strategy is to follow an asset-light, limited capital investment approach with a strong focus on digital channels and to invest in stages, to make sure that we are comfortable with the results and the operating environment before committing additional investment. The Group plans to serve retail and MSME customers, which will in turn lead to a non-concentrated portfolio and subsequently to lower credit risk. The Group will partner with international financial institutions that intend to take a shareholding in the Uzbek bank in order to ensure the funding of our business plan and sufficient flexibility across our operations in Uzbekistan.

The Group has been operating in Azerbaijan through a small microfinance organization for a number of years, which provides experience and knowledge of the local banking environment. In addition, our exposure in Azerbaijan is limited before the option is exercised. The Group will exercise the option only after it becomes comfortable with developments, including the operating environment. The management will focus on establishing a strong risk management function to ensure that all risks are managed and mitigated properly. The Group will leverage its strong risk management expertise to establish sound risk management practices in new jurisdictions.

Overall, from the Group's perspective, international expansion will result in the diversification of business lines and revenue streams, balancing the overall risk profile of the Group.

2. EMERGING RISK

The Group is exposed to risks arising from climate change.

Risk description

The risks associated with climate change have both a physical impact arising from more frequent and severe weather changes and a transitional impact that may entail extensive policy, legal and technological changes to reduce the ecological footprint of households and businesses. For the Group, both of these risks can materialise through the impairment of asset values and deteriorating creditworthiness of our customers, which could result in the reduction of the Group's profitability. The Group may also become exposed to reputational risks as a result of its lending to, or other business operations with, customers deemed to be contributing to climate change.

Risk mitigation

The Group's objective is to act responsibly and manage the environmental and social risks associated with its operations in order to minimise negative impacts on the environment. This approach enables us to reduce our ecological footprint by using resources efficiently and promoting environmentally friendly measures in order to mitigate climate change.

The Group has in place an Environmental Policy, which governs its Environmental Management System (the "EMS") and promotes adherence of the Group's operations to the applicable environmental, health and safety and labour regulations and practices. We take all reasonable steps to support our customers in fulfilling their environmental and social responsibilities. Management of environmental and social risks is embedded in the Group's lending process through the application of the EMS. The Group has developed risk management procedures to identify, assess, manage and monitor environmental and social risks. These procedures are fully integrated in the Group's credit risk management process. Our Environmental Policy is fully compliant with Georgian environmental legislation and follows international best practices (the full policy is available at www.tbcbankgroup.com ).

3. EMERGING RISK

The Group's performance may be affected by LIBOR discontinuation and transition.

Risk description

There are a number of different types of financial instruments on the Group's balance sheet, each of which carries interest rates benchmarked to the London Interbank Offered Rate ("LIBOR"). LIBOR is also used by the Group in its risk measurement, accounting and valuation processes. In 2017, the FCA announced that it has agreed with LIBOR panel banks to sustain LIBOR until the end of 2021 and called on financial sector participants to start working towards the transition to other reference rates. The discontinuation of LIBOR and the process of transition exposes the Group to execution, conduct, financial and operational risks, and may result in earnings volatility, customer complaints and legal proceedings, or have other adverse impact on the Group's business and operations.

Risk mitigation

The Group is in the process of identifying the implications of such a transition to other reference rates on its risk profile by analysing its execution, conduct, financial and operational risks and how such risks could be addressed. TBC is proactively working with industry participants, such as the NBG, the Banking Association of Georgia and IFI lenders to facilitate orderly transition to other reference rates. The Group is starting its efforts to raise awareness of the transition, both internally and externally, to ensure that staff have all the necessary knowledge and tools to facilitate the transition and that all of the Group's customers are treated fairly. We actively monitor international as well as local transition-related developments to regulate and align the Group's transition process with market practice.

4. EMERGING RISK

The spread of coronavirus (COVID-19) comes with unpredictable economic and social consequences.

Risk description

Although COVID-19 has been contained relatively successfully in Georgia, developments in some countries still indicate the high risk of a return of the virus and repeated mobility restrictions. This scenario could severely damage the recovery dynamics and result in a much deeper recession than assumed in the baseline scenario. In such a scenario, the macro environment worsens even further with a much stronger decrease in economic growth, increased unemployment, depreciation of the GEL, decreased commodity and real estate prices, impaired creditworthiness of the private sector, and higher financial and non-financial risks to the Group.

According to the state budget approved in June, the deficit is currently projected at 8.5% of GDP for 2020, mostly to be financed by external borrowing of around USD 1.6 billion. Additional spending will be diverted both to social spending and to support crisis-affected sectors. In the event of an adverse scenario developing, the economic hit could be partially mitigated by the utilization of the additional fiscal buffer of GEL 2.7 billion (5.4% of GDP), together with further likely support from international donors. Higher stimulus would likely be reflected in larger direct support of the most vulnerable sectors and individuals in the form of tax cuts, subsidies and social transfers as well as possibly in stronger capital spending.

Together with international support, it is also important to take into account that there were no signs of overheating of the Georgian economy during the pre-distress period, including the housing market. Therefore, once the virus is contained, most industries should recover relatively quickly, although the hospitality sector is likely to lag behind for an additional period.

Risk mitigation

The Group actively analyses adverse scenarios and their economic consequences. As part of the stress testing exercise, we have analysed multiple scenarios to ensure that the Group has sufficient liquidity and capital to meet updated regulatory capital and liquidity requirements. The NBG implemented countercyclical measures to support the financial stability of the banking system by relaxing capital and liquidity requirements.

In addition we have close communications with our business customers, discussing their strategies and sharing our outlook on the economy and its key sectors.

Also, we have close communications with our business customers discussing their strategies and sharing our outlook on the economy and its key sectors.

Statement of Directors' Responsibilities

Each of the Directors (the names of whom are set out below) confirm that to the best of their knowledge that:

-- The condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union;

-- The interim management report herein includes a fair review of the information required by Disclosure Guidance and Transparency Rules 4.2.7R and 4.2.8R namely:

o an indication of important events that have occurred during the six months ended 30 June 2020 and their impact on the condensed consolidated interim financial statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and

o any related party transactions in the six months ended 30 June 2020 that have materially affected the financial position or performance of TBC Bank during that period and any changes in the related party transactions described in the last Annual Report that could have a material effect on the financial position or performance of TBC Bank in the six months ended 30 June 2020.

Signed on behalf of the Board by:

 
Vakhtang Butskhrikidze      Giorgi Shagidze 
 
  CEO                         Deputy CEO, CFO 
 
  17 August 2020              17 August 2020 
 
 
  TBC Bank Group PLC Board 
  of Directors: 
 
Chairman 
Nikoloz Enukidze 
 
Executive Directors         Non-executive Directors 
Vakhtang Butskhrikidze      Nicholas Dominic Haag 
 (CEO) 
Giorgi Shagidze (CFO)       Maria Luisa Cicognani 
                            Tsira Kemularia 
                             Eric J. Rajendra 
                             Arne Berggren 
                             Abhijit Akerkar 
 

-TBC BANK GROUP PLC

Condensed Consolidated Interim Financial

Statements (Unaudited)

30 June 2020

Contents

Independent review report

Unaudited Condensed Consolidated Interim Financial Statements

Condensed Consolidated Interim Statement of Financial Position .................................................................................................... 58

Condensed Consolidated Interim Statement of Profit or Loss and Other Comprehensive Income..................................................... 59

Condensed Consolidated Interim Statement of Changes in Equity..................................................................................................... 61

Condensed Consolidated Interim Statement of Cash Flows............................................................................................................... 63

Notes to the Condensed Consolidated Interim Financial Statements.................................................................................................. 64

Independent review report to TBC Bank Group plc

Report on the Unaudited Condensed Consolidated Interim Financial Statements

Our conclusion

We have reviewed TBC Bank Group plc's Unaudited Condensed Consolidated Interim Financial Statements (the "interim financial statements") in the 2Q and 1H 2020 Financial Results of TBC Bank Group plc for the 6 month period ended 30 June 2020. Based on our review, nothing has come to our attention that causes us to believe that the interim financial statements are not prepared, in all material respects, in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

What we have reviewed

The interim financial statements comprise:

   --      the Condensed Consolidated Interim Statement of Financial Position as at 30 June 2020; 

-- the Condensed Consolidated Interim Statement of Profit or Loss and Other Comprehensive Income for the period then ended;

   --      the Condensed Consolidated Interim Statement of Cash Flows for the period then ended; 

-- the Condensed Consolidated Interim Statement of Changes in Equity for the period then ended; and

   --      the Notes to the Condensed Consolidated Interim Financial Statements. 

The interim financial statements included in the 2Q and 1H 2020 Financial Results have been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

As disclosed in note 2.1 to the interim financial statements, the financial reporting framework that has been applied in the preparation of the full annual financial statements of the Group is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European Union.

Responsibilities for the interim financial statements and the review

Our responsibilities and those of the directors

The 2Q and 1H 2020 Financial Results, including the interim financial statements, is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the 2Q and 1H 2020 Financial Results in accordance with the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

Our responsibility is to express a conclusion on the interim financial statements in the 2Q and 1H 2020 Financial Results based on our review. This report, including the conclusion, has been prepared for and only for the company for the purpose of complying with the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority and for no other purpose. We do not, in giving this conclusion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

What a review of interim financial statements involves

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Statements Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial statements consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures.

A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

We have read the other information contained in the 2Q and 1H 2020 Financial Results and considered whether it contains any apparent misstatements or material inconsistencies with the information in the interim financial statements.

PricewaterhouseCoopers LLP

Chartered Accountants

Edinburgh

17 August 2020

 
                                                30 June      31 December         31 December 
                                                 2020         2019*               2018* 
In thousands of GEL                       Note  (Unaudited) 
 
Assets 
Cash and cash equivalents                 4     981,803      1,003,583           1,166,911 
Due from other banks                      5     30,879       33,605              47,316 
Mandatory cash balances with the 
 National Bank of Georgia                 6     1,794,010    1,591,829           1,422,809 
Loans and advances to customers           7     13,105,988   12,349,399          10,038,452 
Investment securities measured at 
 fair value through other comprehensive 
 income                                         1,082,520    985,293             1,005,239 
Bonds carried at amortized cost                 1,335,415    1,022,684           654,203 
Net investments in lease                        270,172      256,660             203,802 
Investment properties                           70,716       72,667              84,296 
Current income tax prepayment                   36,703       25,695              2,116 
Deferred income tax asset                 22    7,470        2,173               2,097 
Other financial assets                          174,378       133,736            167,518 
Other assets                                    258,349      255,712             192,792 
Premises and equipment                    8     345,064      334,728             315,502 
Right of use assets                             62,865       59,693              - 
Intangible assets                         8     194,689      167,597             109,220 
Goodwill                                        60,296       61,558              31,286 
Investments in associates                       2,112        2,654               2,432 
 
 
Total assets                                    19,813,429   18,359,266          15,445,991 
 
 
Liabilities 
Due to credit institutions                9     4,403,406    3,593,901           3,031,503 
Customer accounts                         10    10,420,330   10,049,324          9,352,142 
Other financial liabilities                     138,749      113,609             98,714 
Current income tax liability                    692          1,634               63 
Debt securities in issue                  12    1,396,141    1,213,598           13,343 
Deferred income tax liability             22    5            18,888              19,793 
Provisions for liabilities and charges    11    25,558       23,128              18,767 
Other liabilities                               80,557       95,161              104,337 
Lease Liabilities                               65,937                   59,898  - 
Subordinated debt                         13    628,649      591,035             650,919 
 
 
Total liabilities                               17,160,024   15,760,176          13,289,581 
 
 
EQUITY 
Share capital                             14    1,682        1,682               1,650 
Shares held by trust                            (34,451)     (27,517)            - 
Share premium                                   848,459      848,459             796,854 
Retained earnings                               2,029,545    1,961,172           1,531,561 
Group reorganisation reserve                    (162,166)    (162,166)           (162,166) 
Share based payment reserve               15    (31,808)     (17,803)            (16,294) 
Fair value reserve                              (1,492)       (6,476)            8,680 
Cumulative currency translation 
 reserve                                        (5,685)      (6,850)             (6,937) 
 
 
Net assets attributable to owners               2,644,084    2,590,501           2,153,348 
Non-controlling interest (NCI)                  9,321        8,589               3,062 
 
 
Total equity                                    2,653,405    2,599,090           2,156,410 
 
 
Total liabilities and equity                    19,813,429   18,359,266          15,445,991 
 
 

*Certain amounts do not correspond to the 2019 consolidated financial statements as they reflect the adjustments made due to the change in accounting policy as described in Note 2. Restatement does not apply to Right of use assets as transition provisions for IFRS 16 have been adopted in 2019.

The financial statements on pages 58 to 121 were approved by the Board of Directors on 17 August 2020 and signed on its behalf on 17 August 2020 by:

   ___________________________                                     ______________________________ 

Vakhtang Butskhrikidze Giorgi Shagidze

Chief Executive Officer Chief Financial Officer

 
                                                                                             Six months ended 
                                                                                            30 June 2020  30 June 2019 
In thousands of GEL                                                                   Note  (Unaudited)   (Unaudited) 
 
Interest income                                                                       18    787,893        678,216 
Interest expense                                                                      18    (408,091)      (290,777) 
Net gains on currency swaps                                                           18    12,522        11,147 
 
 
Net interest income                                                                         392,324       398,586 
 
 
Fee and commission income                                                             19    138,752        129,885 
Fee and commission expense                                                            19    (55,683)       (44,544) 
 
 
Net fee and commission income                                                               83,069        85,341 
 
 
Net insurance premiums earned                                                               26,618         15,992 
Net insurance claims incurred and agents' commissions                                       (16,337)      (7,925) 
 
 
Insurance Profit                                                                            10,281        8,067 
 
 
Net gains from trading in foreign currencies                                                49,406        34,987 
Net (losses)/gains from foreign exchange translation                                        (1,627)        9,214 
Net losses from derivative financial instruments                                            (20)           (245) 
Net (losses)/gains from disposal of investment securities measured at fair value 
 through other 
 comprehensive income                                                                       (1,202)       147 
Other operating income                                                                20    7,977         7,810 
Share of profit of associates                                                               90            341 
 
 
Other operating non-interest income                                                         54,624        52,254 
 
 
Credit loss allowance for loan to customers                                           7     (249,216)      (66,483) 
(Charge to)/recovery of credit loss allowance for net investments in leases                 (4,278)       178 
Credit loss allowance for performance guarantees and credit related commitments       11    (797)         (392) 
(Charge to)/recovery of credit loss allowance for other financial assets                    (4,222)       580 
Credit loss allowance for financial assets measured at fair value through other 
 comprehensive 
 income                                                                                     (538)         (350) 
 
 
Operating profit after expected credit losses                                               281,247       477,781 
 
 
Losses from modifications of financial instruments                                    7     (34,170)      - 
 
 
Staff costs                                                                                 (114,006)     (116,639) 
Depreciation and amortisation                                                         8     (32,215)      (32,124) 
Recovery of provision for liabilities and charges                                           77            1,441 
Administrative and other operating expenses                                           21    (56,016)      (64,575) 
 
 
Operating expenses                                                                          (202,160)     (211,897) 
 
 
Profit before tax                                                                           44,917        265,884 
 
 
Income tax credit/(expense)                                                           22    24,283        (12,344) 
 
 
Profit for the period                                                                       69,200        253,540 
 
Other comprehensive income: 
 Items that may be reclassified subsequently to profit or loss: 
Movement in fair value reserve                                                              4,984         3,999 
Exchange differences on translation to presentation currency                                1,165         457 
 
 
Other comprehensive income for the period                                                   6,149         4,456 
 
 
Total comprehensive income for the PERIOD                                                   75,349        257,996 
 
 
 
 
                                                                        Six months ended 
                                                                       30 June 2020       30 June 2019 
In thousands of GEL                                              Note  (Unaudited)        (Unaudited) 
 
Profit is attributable to: 
- Shareholders of TBCG                                                 67,625                            253,235 
- Non-controlling interest                                             1,575               305 
 
Profit for the period                                                  69,200             253,540 
 
 
Total comprehensive income is attributable to: 
- Shareholders of TBCG                                                 73,793              257,687 
- Non-controlling interest                                             1,556               309 
 
 
Total comprehensive income for the period                              75,349             257,996 
 
 
Earnings per share for profit attributable to the owners of the 
Group: 
- Basic earnings per share                                       16    1.24               4.64 
- Diluted earnings per share                                     16    1.23               4.62 
 
 
 
 
                Note                                               Net assets attributable to owners 
                      Share    Shares    Share     Group           Share      Revaluation  Fair     Cumulative   Retained   Total      Non-control-ling  Total 
                      capital  held by   pre-mium  reorganisation  based      reserve for  value    currency      earnings             interest           equity 
In thousands                   trust               reserve         payments   premises     reserve  translation 
of GEL                                                             reserve                          reserve 
 
 
Balance as of 
 31 December 
 2018                 1,650    -         796,854   (162,166)       (16,294)   57,240       8,680    (6,937)      1,523,879  2,202,906  3,062             2,205,968 
Change in 
 accounting 
 policy IAS 16        -        -         -         -               -          (57,240)     -        -            7,682      (49,558)   -                 (49,558) 
Balance as of 
 31 December 
 2018*                1,650    -         796,854   (162,166)       (16,294)   -            8,680    (6,937)      1,531,561  2,153,348  3,062             2,156,410 
 
 
Profit for the 
 six months 
 ended 30 June 
 2019 
 (unaudited)          -        -         -         -               -          -            -        -            253,235    253,235    305               253,540 
Other 
 comprehensive 
 income/(loss) 
 for six 
 months ended 
 30 June 2019 
 (unaudited)          -        -         -         -               -          -            3,999     453         -          4,452      4                 4,456 
 
 
Total 
 comprehensive 
 income/(loss) 
 for six 
 months ended 
 30 June 2019 
 (unaudited)          -        -         -         -               -          -            3,999    453          253,235    257,687    309               257,996 
Share issue     14    22       -         34,919    -               (34,941)   -            -        -            -          -          -                 - 
Share based 
 payment 
 expense        15     -       -          -        -               13,267     -            -        -            -          13,267     (25)              13,242 
Business 
 Combination           -       -          -        -                -         -            -         -            -         -          838               838 
Purchase of 
 additional 
 interest from 
 NCI                   -       -          -        -                -         -            -         -            -         -          (104)             (104) 
Dividends 
 declared             -        -         -         -               -          -            -        -            (108,622)  (108,622)  -                 (108,622) 
Balance as of 
 30 June 2019 
 (unaudited)*         1,672    -         831,773   (162,166)       (37,968)   -            12,679   (6,484)      1,676,174  2,315,680  4,080             2,319,760 
 
 
 
Balance as of 
 31 December 
 2019                  1,682   (27,517)  848,459    (162,166)       (17,803)  56,374       (6,476)  (6,850)      1,953,364  2,639,067  8,589             2,647,656 
Change in 
 accounting 
 policy IAS 16        -        -         -         -               -          (56,374)     -        -            7,808      (48,566)   -                 (48,566) 
Balance as of 
 31 December 
 2019 
 restated*            1,682    (27,517)  848,459   (162,166)       (17,803)   -            (6,476)  (6,850)      1,961,172  2,590,501  8,589             2,599,090 
 
 
Profit for the 
 six months 
 ended 30 June 
 2020 
 (unaudited)          -        -         -         -               -          -            -        -            67,625     67,625     1,575             69,200 
Other 
 comprehensive 
 income/(loss) 
 for six 
 months ended 
 30 June 2020 
 (unaudited)          -        -         -         -               -          -            4,984    1,184        -          6,168      (19)              6,149 
 
 
Total 
 comprehensive 
 income/(loss) 
 for six 
 months ended 
 30 June 2020 
 (unaudited)          -          -       -         -               -          -            4,984    1,184        67,625     73,793     1,556             75,349 
 
 
Share based 
 payment 
 expense        15    -        -         -         -               6,063      -            -        -            -          6,063      (28)              6,035 
Delivery of 
 shares to 
 employees 
 under SBP 
 scheme               -        18,559    -         -               (20,068)   -            -        -            -          (1,509)    -                 (1,509) 
Share buy-back        -        (25,493)  -         -               -          -            -        -            -          (25,493)   -                 (25,493) 
Other 
 movements            -        -         -         -               -          -            -        (19)         748        729        (796)             (67) 
 
 
Balance as of 
 30 June 2020 
 (unaudited)          1,682    (34,451)  848,459   (162,166)       (31,808)   -            (1,492)  (5,685)      2,029,545  2,644,084  9,321             2,653,405 
 
 

*Certain amounts do not correspond to the 2019 consolidated financial statements and 2019 interim financial statements as they reflect the adjustments made due to the change in accounting policy as described in Note 2.

 
                                                                      Six months ended 
 
  In thousands of GEL                                           Note  30 June 20 (Unaudited)  30 June 2019 (Unaudited) 
 
Cash flows from/(used in) operating activities 
Interest received                                                      579,414                 621,472 
Interest received on currency swaps                                    12,522                 11,147 
Interest paid                                                          (404,923)               (291,963) 
Fees and commissions received                                          131,347                 127,685 
Fees and commissions paid                                              (56,054)                (44,370) 
Insurance and reinsurance received                                     43,373                   18,560 
Insurance claims paid                                                  (13,458)                 (9,727) 
Income received from trading in foreign currencies                     49,406                  46,119 
Other operating income received                                        2,860                    11,500 
Staff costs paid                                                       (120,706)               (123,342) 
Administrative and other operating expenses paid                       (61,860)                (81,397) 
Income tax paid                                                        (11,983)                (30,900) 
 
 
Cash flows from operating activities before changes in 
 operating assets and liabilities                                     149,938                 254,784 
 
 
Net change in operating assets 
Due from other banks and mandatory cash balances with the 
 National Bank of Georgia                                              (183,202)                (302,690) 
Loans and advances to customers                                        (357,130)               (385,945) 
Net investments in lease                                               11,008                  (3,498) 
Other financial assets                                                 (33,976)               19,610 
Other assets                                                           10,847                  2,869 
Net change in operating liabilities 
Due to other banks                                                     85,357                  276,076 
Customer accounts                                                      (88,078)                134,334 
Other financial liabilities                                            11,915                   23,487 
Other liabilities and provision for liabilities and charges           3,838                    9,607 
 
 
Net cash (used in)/from operating activities                          (389,483)               28,634 
 
 
Cash flows from/(used in) investing activities 
Acquisition of investment securities measured at fair value 
 through other comprehensive income                                    (251,486)                       (101,119) 
Proceeds from redemption at maturity of investment securities 
 measured at fair value through 
 other comprehensive income                                            180,702                           210,174 
Acquisition of bonds carried at amortised cost                         (495,945)                       (240,420) 
Proceeds from redemption of bonds carried at amortised cost            171,137                           126,113 
Acquisition of premises, equipment and i ntangible assets              (74,550)                           (51,490) 
Proceeds from disposal of premises, equipment and i ntangible 
 assets                                                         8      24,172                              11,023 
Proceeds from disposal of investment property                          3,128                                  9,508 
Acquisition of subsidiaries and associates                             936                    (14,569) 
 
 
Net cash used in investing activities                                 (441,906)               (50,780) 
 
 
Cash flows from/(used in) financing activities 
Proceeds from other borrowed funds                                     1,615,016                         553,781 
Redemption of other borrowed funds                                     (966,746)                       (938,535) 
Repayment of principal of lease liabilities                            (5,420)                 (1,367) 
Redemption of subordinated debt                                        -                                    (8,576) 
Proceeds from debt securities in issue                          12     171,531                 820,708 
Redemption of debt securities in issue                                 (12,569)               (5,805) 
 
 
Net cash flows from financing activities                              801,812                 420,206 
 
 
Effect of exchange rate changes on cash and cash equivalents          7,797                   63,373 
 
 
Net (decrease)/increase in cash and cash equivalents                  (21,780)                461,433 
 
Cash and cash equivalents at the beginning of the period        4     1,003,583               1,166,911 
 
 
Cash and cash equivalents at the end of the period              4     981,803                 1,628,344 
 
 
   1        Introduction 

Principal activity. TBC Bank Group PLC ("TBCG" or "Group") is a public limited liability company, incorporated in England and Wales. TBCG held 99.88% of the share capital of JSC TBC Bank (hereafter the "Bank") as at 30 June 2020 (31 December 2019: 99.88%), thus representing the Bank's ultimate parent company. The Bank is a parent of a group of companies incorporated in mainly in Georgia, Azerbaijan and Uzbekistan, their primary business activities include providing banking, leasing, brokerage and card processing services to corporate and individual customers. The Group's list of subsidiaries is provided below.

The shares of TBCG ("TBCG Shares") were admitted to the Premium Listing segment of the Official List of the UK Listing Authority and admitted to trading on the London Stock Exchange PLC's Main Market for listed securities effective on 10 August 2016 (the "Admission", Note 14 ). TBC Bank Group PLC's registered legal address is Elder House St Georges Business Park, 207 Brooklands Road, Weybridge, Surrey, KT13 0TS. Registered number of TBC Bank Group PLC is 10029943. The Bank is the Group's main operating unit and it accounts for most of the Group's activities.

JSC TBC Bank was incorporated on 17 December 1992 and is domiciled in Georgia. The Bank is a joint stock company limited by shares and was set up in accordance with Georgian regulations. The Bank's registered address and place of business is 7 Marjanishvili Street, 0102 Tbilisi, Georgia.

The Bank's principal business activity is universal banking operations that include corporate, small and medium enterprises, retail and micro operations within Georgia. In 2018, the Bank launched its fully-digital bank, Space. The Bank has been operating since 20 January 1993 under a general banking license issued by the National Bank of the Georgia ("NBG").

The Group had 156 branches and 7,854 employees mainly within Georgia as at 30 June 2020 (30 June 2019: 146 branches and 7,266 employees).

As at 30 June 2020 and 31 December 2019, the following shareholders directly owned more than 5% of the total outstanding shares of the Group. Other shareholders individually owned less than 5% of the outstanding shares. As at 30 June 2020 and 31 December 2019, the Group had no ultimate controlling party. Other includes individual as well as corporate shareholders.

 
                                                    30 June 2020         31 December 2019 
Shareholders                                         Ownership interest   Ownership interest 
 
European Bank for Reconstruction and Development    8.04%                8.04% 
Dunross & Co.                                       7.06%                6.61% 
Schroder Investment Management                      5.52%                6.48% 
JPMorgan Asset Management                           4.35%                6.22% 
Badri Japaridze*                                    6.00%                6.00% 
Liquid Crystal International N.V. LLC               5.04%                5.55% 
Mamuka Khazaradze*                                  3.60%                4.71% 
Other                                               60.39%               56.39% 
 
 
Total                                               100.00%              100.00% 
 
 

* Represents direct ownership of the shares for Mamuka Khazaradze and Badri Japaridze. Mamuka Khazaradze has beneficial ownership of 8.64% (2019: 10.26%) and Badri Japaridze has beneficial ownership of 6.00%, (2019: 6.00%).

   1    Introduction (Continued) 

The condensed consolidated interim financial statements ("financial statements") include the following principal subsidiaries:

 
                      Proportion of voting rights and 
                      ordinary share capital 
                                                             Principal place    Year of             Industry 
                                                             of business or     incorpo-ration 
Subsidiary Name       30 June 2020        31 December 2019   incorporation 
 
JSC TBC Bank          99.88%              99.88%             Tbilisi, Georgia   1992                Banking 
United Financial 
 Corporation JSC      99.53%              99.53%             Tbilisi, Georgia   1997                Card processing 
TBC Capital LLC       100.00%             100.00%            Tbilisi, Georgia   1999                Brokerage 
TBC Leasing JSC       100.00%             100.00%            Tbilisi, Georgia   2003                Leasing 
                                                                                                    Non-banking credit 
TBC Kredit LLC        100.00%             100.00%            Baku, Azerbaijan   1999                institution 
TBC Pay LLC           100.00%             100.00%            Tbilisi, Georgia   2009                Processing 
TBC Invest LLC        100.00%             100.00%            Ramat Gan,Israel   2011                PR and marketing 
                                                                                                    Real estate 
Index LLC             100.00%             100.00%            Tbilisi, Georgia   2011                management 
JSC TBC Insurance     100.00%             100.00%            Tbilisi, Georgia   2014                Insurance 
             Redmed 
              LLC     100.00%             100.00%            Tbilisi, Georgia   2019                Insurance 
TBC International 
 LLC                  100.00%             100.00%            Tbilisi, Georgia   2019                Asset management 
   Swoop JSC          100.00%             100.00%            Tbilisi, Georgia   2010                Retail Trade 
   Online Tickets                                                                                   Computer and 
    LLC               55.00%              55.00%             Tbilisi, Georgia   2015                Software Services 
                                                             Tashkent, 
   TKT UZ             75.00%              75.00%             Uzbekistan         2019                Retail Trade 
   My.Ge LLC          65.00%              65.00%             Tbilisi, Georgia   2019                E-Commerce 
       Mypost LLC     100.00%             100.00%            Tbilisi, Georgia   2019                Postal Service 
   Billing Solutions 
    LLC               51.00%              51.00%             Tbilisi, Georgia   2019                Software Services 
   Vendoo LLC (Geo)   100.00%             100.00%            Tbilisi, Georgia   2019                Retail Leasing 
   Allproperty.ge                                                                                   Real estate 
    LLC               90.00%              90.00%             Tbilisi, Georgia   2013                management 
   F Solutions LLC    100.00%             100.00%            Tbilisi, Georgia   2019                Software Services 
                                                             Tashkent,                              Asset Management 
   Support LLC        100.00%             N/A                Uzbekistan         2020 
                                                             Tashkent, 
Inspired LLC          51.00%              51.00%             Uzbekistan         2011                Processing 
VOO LLC (UZ                                               Tashkent, 
 Leasing)             100.00%             100.00%            Uzbekistan         2019                Retail Leasing 
                                                             Tashkent,                              Banking 
TBC Bank JSCB         100.00%             N/ A               Uzbekistan         2020 
 
 

The consolidated financial statements include the following associates:

 
                    Proportion of voting rights and         Principal place of  Year of             Industry 
                    ordinary share capital held as of 30    business or         incorpo-ration 
                    June                                    incorporation 
Company Name        2020                2019 
JSC Credit 
 Information 
 Bureau Creditinfo                                                                                  Financial 
 Georgia            21.08%              21.08%              Tbilisi, Georgia    2005                intermediation 
 
 

The country of registration or incorporation is also the principal area of operation of each of the above subsidiaries.

The Group's corporate structure consists of a number of related undertakings, comprising subsidiaries and associates, which are not consolidated due to immateriality. A full list of these undertakings, the country of incorporation is set out below.

   1    Introduction (Continued) 
 
                     Proportion of voting rights and 
                     ordinary share capital 
                     30 June            31 December 2019    Principal place of  Year of             Industry 
                      2020                                  business or         incorpo-ration 
Company Name                                                incorporation 
 
TBC Invest 
 International Ltd   100.00%            100.00%             Tbilisi, Georgia    2016                Investment Vehicle 
University 
 Development Fund 
 [35]                33.33%             33.33%              Tbilisi, Georgia    2007                Education 
Natural Products of 
 Georgia LLC         25.00%             25.00%              Tbilisi, Georgia    2001                Trade, Service 
                                                                                                    Data monitoring 
Mobi Plus JSC        14.81%             14.81%              Tbilisi, Georgia    2009                and processing 
                                                                                                    Investment Real 
GRDC                 1.75%              1.75%               Tbilisi, Georgia    2008                Estate 
                                                                                                    Plastic Card 
Georgian Card JSC    0.15%              0.15%               Tbilisi, Georgia    1997                Services 
Georgian Securities 
 Central Depositor   0.05%              0.05%               Tbilisi, Georgia    1999                Finance, Service 
JSC Givi 
 Zaldastanishvili 
 American Academy 
 In Georgia          14%                14.48%              Tbilisi, Georgia    2001                Education 
United Clearing 
 Centre              18.75%             18.75%              Tbilisi, Georgia    2008                Clearing Centre 
Banking and Finance 
 Academy of Georgia  16.67%             16.67%              Tbilisi, Georgia    1998                Education 
Tbilisi's City JSC   1.80%              1.80%               Tbilisi, Georgia    2007                Education 
TBC Trade            100.00%            100.00%             Tbilisi, Georgia    2008                Trade, Service 
Mineral Oil 
 Distribution                                                                                       Data monitoring 
 Corporation JSC     9.90%              9.90%               Tbilisi, Georgia    2009                and processing 
 
 

2 Summary of Significant Accounting Policies, Critical Accounting Estimates, and Judgements in Applying Accounting Policies

2.1 Basis of preparation

These interim financial statements for the six months ended 30 June 2020 for TBC Bank Group PLC and its subsidiaries (together referred to as the "Group") has been prepared in accordance with the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority and IAS 34 Interim Financial Reporting as adopted by the European Union. These interim financial statements do not include all the notes of the type normally included in an annual consolidated financial statements . Accordingly, this report is to be read in conjunction with the annual consolidated financial statements for the year ended 31 December 2019 , which have been prepared in accordance with IFRS as adopted by the European Union.

The interim financial statements are presented in thousands of Georgian Lari ("GEL thousands"), except per-share amounts and unless otherwise indicated.

These interim financial statements have been reviewed, not audited. Auditor's review conclusion is included in this report.

Going Concern. The Board of Directors of TBC Bank Group PLC has prepared these interim financial statements on a going concern basis. In making this judgement, management considered the Group's financial position, current intentions, profitability of operations and access to financial resources. Management is not aware of any material uncertainties that may cast significant doubt upon the Group's ability to continue as a going concern. In reaching this assessment, the directors have specifically considered the implications of the COVID-19 pandemic upon the Group's performance and projected funding and capital position and also taken into account the impact of further stress scenarios. On this basis, the directors are satisfied that the Group will maintain adequate levels of funding and capital for the foreseeable future.

Foreign currency translation . At 30 June 2020 the closing rate of exchange used for translating foreign currency balances was USD 1 = GEL 3.0552 (31 December 2019: USD 1 = GEL 2.8677); EUR 1 = GEL 3.4466 (31 December 2019: EUR 1 = GEL 3.2095); GBP 1 = GEL 3.7671 (31 December 2019: GBP 1 = GEL 3.7593), AZN 1 = GEL 1.7972 (31 December 2019: AZN 1 = GEL 1.7377), UZS 1000 = GEL 0.3003 (31 December 2019: UZS 1000 = GEL 0.3098),

Except as described below, the same accounting policies and methods of computation were followed in the preparation of this interim financial statements as compared with the annual consolidated financial statements of the Group for the year ended 31 December 2019.

Interim period tax measurement. Interim period income tax expense is accrued using the effective tax rate that would be applicable to expected total annual earnings, that is, the estimated weighted average annual effective income tax rate applied to the pre-tax income of the interim period.

Amendment to IFRS 16, Leases (COVID-19-Related Rent Concessions). In May 2020, the IASB issued an amendment to IFRS 16 to provide an option for lessees to account for rent concessions occurring as a direct consequence of the COVID-19 pandemic as if they were not lease modifications. The amendment is effective from 1 June 2020. The group has adopted this option, and the effect on the Group's financial statements is not material.

Changes in accounting policies, IAS 16. In 2020, the Group changed the accounting policy in relation to subsequent measurement for Land, buildings and construction in progress. The Group now applies the cost model, where assets are carried at cost less accumulated depreciation and any accumulated impairment. Prior to this change, the Group applied revaluation model: it carried Land, buildings and construction in progress at a revalued amount being the fair value at the date of revaluation, less any subsequent accumulated depreciation and subsequent accumulated impairment losses. The Group believes that the cost model provides more relevant and consistent information, as well as it enables investors to make accurate comparisons across the banking industry, since the application of the cost model is a common and widespread market practice. The balance sheet accounts for the affected periods where restated accordingly, while the prior period income statement accounts remained the same, due to the fact that the change did not have material impact on them. Change did not have material effect on EPS amounts.

   2.1    Basis of preparation (Continued) 

Effects on respective periods are disclosed below:

 
                                             31 December 2019  Change in accounting policy  31 December 2019 
In thousands of GEL                                                                          Restated 
 
Assets: 
 
 Premises, Equipment and Intangible Assets   385,736           (51,008)                     334,728 
 
Liabilities: 
 Deferred income tax liability               21,332            (2,444)                      18,888 
 
Equity: 
Retained earnings                            1,953,364         7,808                        1,961,172 
Revaluation reserve for premises             56,374            (56,374)                     - 
 
 
 
                                             31 December 2018  Change in accounting policy  31 December 2018 
In thousands of GEL                                                                          Restated 
 
Assets: 
 
 Premises, Equipment and Intangible Assets   367,503           (52,001)                     315,502 
 
Liabilities: 
 Deferred income tax liability               22,237            (2,444)                      19,793 
 
Equity: 
Retained earnings                            1,523,879         7,682                        1,531,561 
Revaluation reserve for premises             57,240            (57,240)                     - 
 
 

2.2 Critical accounting estimates and judgements in applying accounting policies

ECL measurement. Measurement of ECLs is a significant estimate that involves forecasting future economic conditions, longer the term of forecasts more management judgment is applied and those judgements may be the source of uncertainty. Details of ECL measurement methodology are disclosed in Note 24. The following components have a major impact on credit loss allowance: definition of default, definition of significant increase in credit risk (SICR), probability of default ("PD"), exposure at default ("EAD"), and loss given default ("LGD"), as well as models of macro-economic scenarios. The Group regularly reviews and validates the models and inputs to the models to reduce any differences between expected credit loss estimates and actual credit loss experience.

Significant increase in credit risk ("SICR"). The Bank applies both qualitative and quantitative indicators to determination of SICR considering all reasonable and supportable information available without undue cost and effort, on past events, current conditions and future behavioural aspects of particular portfolios. The Bank tries to identify indicators of increase in credit risk of individual instruments prior to delinquency and incorporates significant assumptions in the model in doing so. One of such judgement is determination of thresholds of significant increase in credit risk. The effects of respective sensitivity are described below:

 
In thousands of GEL    30 June 2020              31 December 2019 
 
20% decrease in SICR   Increase impairment 
 thresholds             allowance on loans       Increase impairment 
                        and advances by GEL       allowance on loans and 
                        1,046                     advances by GEL 1,954 
                       Change of the Bank's      Change of the Bank's 
                        cost of credit risk       cost of credit risk 
                        ratio by 1 basis points   ratio by 2 basis points 
 
 
10% increase in Stage  Increase impairment 
 2 exposures            allowance on loans       Increase impairment 
                        and advances by GEL       allowance on loans and 
                        3,145                     advances by GEL 2,380 
                       Change of the Bank's      Change of the Bank's 
                        cost of credit risk       cost of credit risk 
                        ratio by 3 basis points   ratio by 2 basis points 
 
 

Risk parameters: Probability of default (PD) and Loss given default (LGD) parameters are one of the key drivers of expected credit losses. The effects of respective sensitivity are described below:

 
In thousands of GEL      30 June 2020             31 December 2019 
 
10% increase (decrease)  Increase (decrease) 
 in PD estimates          impairment allowance    Increase (decrease) 
                          on loans and advances    impairment allowance 
                          by GEL 30,484 (GEL       on loans and advances 
                          36,520)                  by GEL 17,427 (GEL 17,547) 
                         Change of the Bank's     Change of the Bank's 
                          cost of credit risk      cost of credit risk 
                          ratio by 23 (28) basis   ratio by 16 (16) basis 
                          points                   points 
 
 
10% increase (decrease)  Increase (decrease)      Increase (decrease) 
 in LGD estimates         impairment allowance     impairment allowance 
                          on loans and advances    on loans and advances 
                          by GEL 43,646 (GEL       by GEL 24,758 (GEL 26,604) 
                          45,761) 
                         Change of the Bank's     Change of the Bank's 
                          cost of credit risk      cost of credit risk 
                          ratio by 33 (35) basis   ratio by 22 (24) basis 
                          points                   points 
 
 

Main drivers for COVID-19 related provision charges were a n increase in PD parameter as a result of an application of macroeconomic overlay, increased haircut applied to the market value of collateral to reflect the expected decrease in real estate prices and prepayment rates downward adjustment for future one-year period.

   3            New Accounting Pronouncements 

Minor amendments to IFRSs

The IASB has published a number of minor amendments some of which has not yet been endorsed for use in the EU. The Group has not early adopted any of the amendments effective after 31 December 2019 and it expects they will have an insignificant effect, when adopted, on the consolidated financial statements of the Group.

Major new IFRSs

IFRS 17 "Insurance Contracts" (issued on 18 May 2017 and effective for annual periods beginning on or after 1 January 2021). IFRS 17 replaces IFRS 4, which has given companies dispensation to carry on accounting for insurance contracts using existing practices. As a consequence, it was difficult for investors to compare and contrast the financial performance of otherwise similar insurance companies. IFRS 17 is a single principle-based standard to account for all types of insurance contracts, including reinsurance contracts that an insurer holds. The standard requires recognition and measurement of groups of insurance contracts at: (i) a risk-adjusted present value of the future cash flows (the fulfilment cash flows) that incorporates all of the available information about the fulfilment cash flows in a way that is consistent with observable market information; plus (if this value is a liability) or minus (if this value is an asset) (ii) an amount representing the unearned profit in the group of contracts (the contractual service margin). Insurers will be recognizing the profit from a group of insurance contracts over the period they provide insurance coverage, and as they are released from risk. If a group of contracts is or becomes loss making, an entity will be recognizing the loss immediately The Group is currently assessing the impact of the interpretation on its financial statements.

   4        Cash and Cash Equivalents 
 
                                                                   31 December 
In thousands of GEL                                  30 June 2020   2019 
 
Cash on hand                                         659,556       650,700 
Cash balances with the National Bank of 
 Georgia (other than mandatory reserve deposits)     52,906        35,132 
Correspondent accounts and overnight placements 
 with other banks                                    258,076       191,420 
Placements with and receivables from other 
 banks with original maturities of less than 
 three months                                        11,365        126,360 
 
 
Total gross amount of cash and cash equivalents      981,903       1,003,612 
 
Less: Credit loss allowance                          (100)         (29) 
 
Total carrying amount of cash and cash equivalents   981,803       1,003,583 
 
 

As 30 June 2020, 89% of the correspondent accounts and overnight placements with other banks was placed with OECD (The Organization for Economic Co-operation and Development) banking institutions (31 December 2019: 85%).

As 30 June 2020, GEL 11,366 thousand was placed on an interbank term deposits with one Georgian bank and none with the OECD banks (31 December 2019: GEL 11,348 thousand with one non-OECD bank and GEL 115,012 thousand with two OECD banks).

   5        Due from Other Banks 

Amounts due from other banks include placements with original maturities of more than three months that are not collateralised and do not represent past due amounts at the 30 June 2020 and 31 December 2019. As 30 June 2020, GEL 10,979 thousand (31 December 2019: GEL 11,836 thousand) was kept on deposits as restricted cash. Refer to Note 25 for the estimated fair value of amounts due from other banks.

As 30 June 2020, the Group had no loan issued to any bank, with original maturities of more than three months and with aggregated amounts above GEL 5,000 thousand (31 December 2019: none).

   6        Mandatory cash balances with the National Bank of Georgia 

Mandatory cash balances with the National Bank of Georgia ("NBG") represent amounts deposited with the NBG. Resident financial institutions are required to maintain an interest-earning obligatory reserve with the NBG, the amount of which depends on the level of funds attracted by the financial institutions. The Group earned up to 8.25%, (0.25%) and (0.7%) annual interest in GEL, USD and EUR respectively on mandatory reserve with NBG in 2020 (2019: 6.0%, 0.8% and (0.6%) in GEL, USD and EUR respectively.

In April 2020, Fitch Ratings has affirmed Georgia's Long-Term Foreign and Local Currency Issuer Default Rating (IDRs) at 'BB' and has revised the Outlook to Negative from Stable. The issue ratings on Georgia's senior unsecured foreign- and local-currency bonds are also affirmed at' BB'. The Country Ceiling is affirmed at 'BBB- 'and the Short-term Foreign and Local- Currency IDRS are affirmed at 'B'.

   7        Loans and Advances to Customers 
 
                                               30 June     31 December 
In thousands of GEL                             2020        2019 
 
Corporate loans                                5,070,563   4,660,473 
Consumer loans                                 1,962,108    1,884,006 
Mortgage loans                                 3,396,615    3,169,197 
Loans to micro, small and medium enterprises   3,206,106    2,948,279 
 
Total gross loans and advances to customers    13,635,392  12,661,955 
 
Less: credit loss allowance                    (529,404)   (312,556) 
 
 
Total carrying amount of loans and advances 
 to customers                                  13,105,988  12,349,399 
 
 
   7        Loans and Advances to Customers (Continued) 

As 30 June 2020, loans and advances to customers carried at GEL 614,832 thousand have been pledged to local banks or other financial institutions as collateral with respect to other borrowed funds (31 December 2019: GEL 474,480 thousand).

In 2020, the Group made re-segmentation as disclosed in Note 17. Some of the clients were re-allocated to the different segments.

The following tables disclose the changes in the credit loss allowance and gross carrying amount for loans and advances to customers carried at amortised cost between the beginning and the end of the reporting periods. The following movements are described in the tables below:

-- Transfers between Stage 1, 2 and 3 due to balances experiencing significant increase (or decrease) of credit risk or becoming defaulted in the period, and the consequent "step up" (or "step down") between 12-month and Lifetime ECL. It should be noted, that:

o Movement does not include exposures of loans, which were issued and repaid during the period;

o For loans, which existed at the beginning of the period, opening exposures are disclosed as transfer amounts;

o For newly issued loans, starting exposures are disclosed as transfer amount;

o For the loan exposures which changed stage several times during the period, transfers between starting and ending stage is disclosed.

-- Newly originated or purchased gives us information regarding gross loans and corresponding expected credit losses issued during the period (however, exposures which were issued and repaid during the period and issued to refinance existing loans are excluded);

-- The line, derecognised during the period refers to starting balance of loans which were repaid or written-off during the period (gross exposure and corresponding expected credit losses, however, exposures which were issued and repaid during the period and repaid by newly issued refinancing loans are excluded);

-- Net repayments refers to net changes in gross carrying amounts, consisting of withdrawal of loan and repayment;

-- Net write offs refer to write off of loans during the period, while net of written off and recoveries refer to already written off loans for ECL;

-- Foreign exchange translations of assets denominated in foreign currencies and effect to translation in presentational currency for foreign subsidiary;

-- Net re-measurement, due to stage transfers and risk parameters changes, refers to the movements in ECL as a result of transfer of exposure between stages or changes in risk parameters and forward looking expectations.

For presentation purposes, amounts are rounded to the nearest thousands of GEL, which in certain cases are disclosed as nil.

   7        Loans and Advances to Customers (Continued) 
 
Corporate loans     Gross carrying amount                              Credit loss allowance 
                    Stage        Stage       Stage                     Stage        Stage       Stage 
                     1            2           3                         1            2           3 
                                              (lifetime                              (lifetime   (lifetime 
                                  (lifetime    ECL for                                ECL         ECL for 
 In thousands of     (12-months    ECL for     credit                   (12-months    for         credit 
  GEL                 ECL)         SICR)       im-paired)  Total         ECL)         SICR)       im-paired)  Total 
 
At 1 January 2020   4,434,685    104,409     121,379       4,660,473   39,153       1,969       39,628        80,750 
 
Transfers: 
- to lifetime 
 (from Stage 1 
 and Stage 3 to 
 Stage 2)            (363,236)    366,356     (3,120)       -           (3,171)      3,253       (82)          - 
- to defaulted 
 (from Stage 1 
 and Stage 2 to 
 Stage 3)            (32,464)     (13,190)    45,654        -           (163)        (1,305)     1,468         - 
- to 12-months 
 ECL (from Stage 
 2 and Stage 3 
 to Stage 1)         11,288       (11,288)    -             -           166          (166)       -             - 
New originated 
 or purchased        469,844      -           -             469,844     9,512        -           -             9,512 
Derecognised 
 during 
 the period          (99,799)     (55)        (2,862)       (102,716)   (3,987)      (11)        (1,071)       (5,069) 
Net repayments       (200,350)    (3,037)     (5,624)       (209,011)   -            -           -             - 
Resegmentation       27,220       -           -             27,220      91           -           -             91 
Net Write-offs       -            -           -             -           -            -           125           125 
Net remeasurement 
 due to stage 
 transfers 
 and risk 
 parameters 
 changes             -            -           -             -           4,870        2,071       11,011        17,952 
Modifications        (2,091)      (728)       132           (2,687)     -            -           -             - 
Foreign exchange 
 movements           196,905      21,997      8,538         227,440     2,043        197         2,951         5,191 
 
 
At 30 June 2020     4,442,002    464,464     164,097       5,070,563   48,514       6,008       54,030        108,552 
 
 
   7        Loans and Advances to Customers (Continued) 
 
Corporate loans        Gross carrying amount                             Credit loss allowance 
                       Stage        Stage       Stage                    Stage        Stage       Stage 
                        1            2           3                        1            2           3 
                                     (lifetime   (lifetime                             (lifetime   (lifetime 
                                      ECL        ECL for                                ECL        ECL for 
                        (12-months    for        credit                   (12-months    for        credit 
 In thousands of GEL     ECL)         SICR)      im-paired)  Total         ECL)         SICR)      im-paired)  Total 
 
At 1 January 2019      2,903,313    138,715     135,261      3,177,289   32,940       4,994       43,571       81,505 
 
Transfers: 
- to lifetime (from 
 Stage 1 and Stage 
 3 to Stage 2)          (167,699)    171,769     (4,070)      -           (2,653)      2,653       -            - 
- to defaulted (from 
 Stage 1 and Stage 
 2 to Stage 3)          (11,763)     (79)        11,842       -           (2,661)      -           2,661        - 
- to 12-months ECL 
 (from Stage 2 and 
 Stage 3 to Stage 
 1)                     19,415       (19,415)    -            -           736          (736)       -            - 
New originated or 
 purchased              648,386      -           -            648,386     12,666       -           -            12,666 
Derecognised during 
 the period            (159,780)    (12,940)    (17,273)     (189,993)   (4,335)      469         (6,675)      (10,541) 
Net repayments          (190,985)    (50,062)    (12,603)     (253,650)   -            -           -            - 
Resegmentation          119,408      711         -            120,119     837          75          -            912 
Net Write-offs          -            -           -            -           -            -           572          572 
Net remeasurement 
 due to stage 
 transfers 
 and risk parameters 
 changes                -            -           -            -           137          (690)       (5,958)      (6,511) 
Foreign exchange 
 movements              139,759      9,386       7,044        156,189     -            -           -            - 
 
 
At 30 June 2019         3,300,054    238,085     120,201      3,658,340   37,667       6,765       34,171       78,603 
 
 
 
  Loans to micro,        Gross carrying amount                             Credit loss allowance 
  small and medium 
  enterprises 
                       Stage        Stage       Stage                    Stage        Stage       Stage 
                        1            2           3                        1            2           3 
                                                 (lifetime                             (lifetime   (lifetime 
                                     (lifetime   ECL for                                ECL        ECL for 
 In thousands of        (12-months    ECL for    credit                   (12-months    for        credit 
  GEL                   ECL)          SICR)      im-paired)  Total         ECL)         SICR)      im-paired)  Total 
 
At 1 January 2020      2,650,261    204,699     93,319       2,948,279   18,341       18,593      29,211       66,145 
 
Transfers: 
- to lifetime (from 
 Stage 1 and Stage 
 3 to Stage 2)          (292,430)    297,657     (5,227)      -           (3,762)      5,231       (1,469)      - 
- to defaulted (from 
 Stage 1 and Stage 
 2 to Stage 3)          (7,278)      (22,749)    30,027       -           (488)        (2,831)     3,319        - 
- to 12-months ECL 
 (from Stage 2 and 
 Stage 3 to Stage 
 1)                     32,938       (32,938)    -            -           3,287        (3,287)     -            - 
New originated or 
 purchased              476,744      -           -            476,744     11,170       -           -            11,170 
Derecognised during 
 the period             (194,995)    (14,872)    (2,663)      (212,530)   (3,239)      (1,155)     (1,069)      (5,463) 
Net repayments          (69,938)     (2,812)     (7,300)      (80,050)    -            -           -            - 
Resegmentation          (28,301)     -           -            (28,301)    (91)         -           -            (91) 
Net Write-offs          -            -           (8,725)      (8,725)     -            -           (5,504)      (5,504) 
Net remeasurement 
 due to stage 
 transfers 
 and risk parameters 
 changes                -            -           -            -           14,058       26,475      12,839       53,372 
Modification            (4,790)      (1,350)     (315)        (6,455)     -            -           -            - 
Foreign exchange 
 movements              90,073       15,440      4,542        110,055     876          1,160       1,058        3,094 
Other movements         112          46          6,931        7,089       -            -           -            - 
 
 
At 30 June 2020         2,652,396    443,121     110,589      3,206,106   40,152       44,186      38,385       122,723 
 
 
 
   7        Loans and Advances to Customers (Continued) 
 
Loans to micro,    Gross carrying amount                             Credit loss allowance 
 small and medium 
 enterprises 
                   Stage        Stage       Stage                    Stage        Stage       Stage 
                    1            2           3                        1            2           3 
                                             (lifetime                             (lifetime   (lifetime 
                                 (lifetime   ECL for                                ECL        ECL for 
 In thousands of    (12-months    ECL for    credit                   (12-months    for        credit 
  GEL                ECL)         SICR)      im-paired)  Total         ECL)         SICR)      im-paired)  Total 
 
At 1 January 2019  2,210,725    193,049     92,820       2,496,594    19,301       22,379      29,334       71,014 
 
Transfers: 
- to lifetime 
 (from 
 Stage 1 and 
 Stage 
 3 to Stage 2)      (130,631)    133,823     (3,192)      -           (3,613)      5,462       (1,849)      - 
- to defaulted 
 (from 
 Stage 1 and 
 Stage 
 2 to Stage 3)      (16,515)     (29,982)    46,497       -           (1,859)      (4,798)     6,657        - 
- to 12-months 
 ECL 
 (from Stage 2 
 and 
 Stage 3 to Stage 
 1)                 31,837       (31,837)    -            -           2,921        (2,921)     -            - 
New originated or 
 purchased          564,817      -           -            564,817     7,630        -           -            7,630 
Derecognised 
 during 
 the period         (165,252)    (21,507)    (14,088)     (200,847)   (1,244)      (2,305)     (2,312)      (5,861) 
Net repayments      (132,446)    (19,047)    (15,845)     (167,338)   -            -           -            - 
Resegmentation      (119,163)    (786)       -           (119,949)    (836)        (78)        -            (914) 
Net Write-offs      -            -           (14,041)     (14,041)    -            -           (5,699)      (5,699) 
Net remeasurement 
 due to stage 
 transfers 
 and risk 
 parameters 
 changes            -            -           -            -           (2,971)      7,605       8,957        13,591 
Foreign exchange 
 movements          77,199       6,695       4,570        88,464      8            1           326          335 
 
 
At 30 June 2019     2,320,571    230,408     96,721       2,647,700   19,337       25,345      35,414       80,096 
 
 
 
  Consumer loans     Gross carrying amount                             Credit loss allowance 
                   Stage        Stage       Stage                    Stage        Stage       Stage 
                    1            2           3                        1            2           3 
                                             (lifetime                                         (lifetime 
                                 (lifetime   ECL for                               (lifetime   ECL for 
 In thousands of    (12-months    ECL for    credit                   (12-months    ECL for    credit 
  GEL                ECL)         SICR)      im-paired)  Total         ECL)         SICR)      im-paired)  Total 
 
At 1 January 2020  1,593,262    216,817     73,927       1,884,006   36,724       52,439      44,793       133,956 
 
Transfers: 
- to lifetime 
 (from 
 Stage 1 and 
 Stage 
 3 to Stage 2)      (189,868)    198,858     (8,990)      -           (19,486)     24,134      (4,648)      - 
- to defaulted 
 (from 
 Stage 1 and 
 Stage 
 2 to Stage 3)      (11,156)     (21,424)    32,580       -           (1,239)      (5,796)     7,035        - 
- to 12-months 
 ECL 
 (from Stage 2 
 and 
 Stage 3 to Stage 
 1)                 32,915       (32,651)    (264)        -           9,396        (9,181)     (215)        - 
New originated or 
 purchased          382,704       -           -           382,704     37,196        -           -           37,196 
Derecognised 
 during 
 the period         (163,490)    (22,160)    (3,519)      (189,169)   4,072        (7,201)     (1,733)      (4,862) 
Net repayments      (97,337)     1,813       (1,224)      (96,748)     -            -           -           - 
Resegmentation      1,000         -           -           1,000        -            -           -           - 
Net Write-offs       -            -          (32,569)     (32,569)     -            -          (28,706)     (28,706) 
Net remeasurement 
 due to stage 
 transfers 
 and risk 
 parameters 
 changes             -            -           -           -           10,830       55,436      21,913       88,179 
Modification        (9,293)      (2,879)     (323)        (12,495)     -            -           -           - 
Foreign exchange 
 movements          19,770       3,430       1,132        24,332      154          395         573          1,122 
Other Movements     1,625        (853)       275          1,047        -            -           -           - 
 
 
At 30 June 2020    1,560,132    340,951     61,025       1,962,108   77,647       110,226     39,012       226,885 
 
 
 
   7        Loans and Advances to Customers (Continued) 
 
Consumer loans     Gross carrying amount                             Credit loss allowance 
                   Stage        Stage       Stage                    Stage        Stage       Stage 
                    1            2           3                        1            2           3 
                                             (lifetime                             (lifetime   (lifetime 
                                 (lifetime   ECL for                                ECL        ECL for 
 In thousands of    (12-months    ECL for    credit                   (12-months    for        credit 
  GEL                ECL)         SICR)      im-paired)  Total         ECL)         SICR)      im-paired)  Total 
 
At 1 January 2019  1,641,993    265,673     81,850       1,989,516   42,903       59,245      54,575       156,723 
 
Transfers: 
- to lifetime 
 (from Stage 1 
 and Stage 3 to 
 Stage 2)           (116,970)    122,462     (5,492)      -           (9,701)      12,244      (2,543)      - 
- to defaulted 
 (from Stage 1 
 and Stage 2 to 
 Stage 3)           (31,878)     (52,798)    84,676       -           (2,978)      (12,634)    15,612       - 
- to 12-months 
 ECL (from Stage 
 2 and Stage 3 
 to Stage 1)        62,544       (62,544)    -            -           12,388       (12,388)    -            - 
New originated 
 or purchased       317,555      -           -            317,555     15,126       -           -            15,126 
Derecognised 
 during 
 the period         (96,268)     (24,561)    (71,162)     (191,991)   (380)        (6,742)     (4,244)      (11,366) 
Net repayments      (246,739)    (22,287)    62,094       (206,932)   -            -           -            - 
Resegmentation      4,772        1,244       698          6,714       19           104         235          358 
Net Write-offs      -            -           (64,522)     (64,522)    -            -           (57,740)     (57,740) 
Net remeasurement 
 due to stage 
 transfers 
 and risk 
 parameters 
 changes            -            -           -            -           (18,991)     15,663      51,849       48,521 
Foreign exchange 
 movements          21,588       2,296       1,276        25,160      9            -           24           33 
 
 
At 30 June 2019     1,556,597    229,485     89,418       1,875,500   38,395       55,492      57,768       151,655 
 
Mortgage loans     Gross carrying amount                             Credit loss allowance 
                   Stage        Stage       Stage                    Stage        Stage       Stage 
                    1            2           3                        1            2           3 
                                             (lifetime                             (lifetime   (lifetime 
                                 (lifetime   ECL for                                ECL        ECL for 
 In thousands of    (12-months    ECL for    credit                   (12-months    for        credit 
  GEL                ECL)         SICR)      im-paired)  Total         ECL)         SICR)      im-paired)  Total 
 
At 1 January 2020  2,873,726    231,169     64,302       3,169,197   1,471        9,686       20,548       31,705 
 
Transfers: 
- to lifetime 
 (from Stage 1 
 and Stage 3 to 
 Stage 2)           (439,319)    450,378     (11,059)     -           (796)        4,048       (3,252)      - 
- to defaulted 
 (from Stage 1 
 and Stage 2 to 
 Stage 3)           (2,175)      (10,293)    12,468       -           (184)        (594)       778          - 
- to 12-months 
 ECL (from Stage 
 2 and Stage 3 
 to Stage 1)        26,832       (26,832)    -            -           562          (562)       -            - 
New originated 
 or purchased       250,303      -           -            250,303     517          -           -            517 
Derecognised 
 during 
 the period         (53,086)     (22,854)    123          (75,817)    445          (871)       (862)        (1,288) 
Net repayments      (94,357)     (61)        (1,742)      (96,160)    -            -           -            - 
Resegmentation      81           -           -            81          -            -           -            - 
Net Write-offs      -            -           (379)        (379)       -            -           (115)        (115) 
Net remeasurement 
 due to stage 
 transfers 
 and risk 
 parameters 
 changes            -            -           -            -           7,412        22,448      7,095        36,955 
Modification        (5,218)      (1,928)     (341)        (7,487)     -            -           -            - 
Foreign exchange 
 movements          120,909      30,746      3,663        155,318     395          1,678       1,398        3,471 
Other movements     295          (20)        1,284        1,559       -            -           -            - 
 
 
At 30 June 2020    2,677,991    650,305     68,319       3,396,615   9,822        35,833      25,590       71,245 
 
 
 
   7        Loans and Advances to Customers (Continued) 
 
Mortgage loans      Gross carrying amount                              Credit loss allowance 
                    Stage        Stage       Stage                     Stage        Stage       Stage 
                     1            2           3                         1            2           3 
                                              (lifetime                              (lifetime   (lifetime 
                                  (lifetime    ECL for                                ECL         ECL for 
 In thousands of     (12-months    ECL for     credit                   (12-months    for         credit 
  GEL                 ECL)         SICR)       im-paired)  Total         ECL)         SICR)       im-paired)  Total 
 
At 1 January 2019   2,470,603    194,410     44,170        2,709,183   1,696        9,166       14,026        24,888 
 
Transfers: 
- to lifetime 
 (from Stage 1 
 and Stage 3 to 
 Stage 2)            (127,153)    133,830     (6,677)       -           (498)        2,426       (1,928)       - 
- to defaulted 
 Stage 2 to Stage 
 3)                  (5,137)      (10,802)    15,939        -           (566)        (451)       1,017         - 
- to 12-months 
 ECL (from Stage 
 2 and Stage 3 
 to Stage 1)         48,659       (48,659)    -             -           1,352        (1,448)     96            - 
New originated 
 or purchased        356,648      -           -             356,648     1,089        -           -             1,089 
Derecognised 
 during 
 the period          (54,886)     (21,013)    104           (75,795)    (38)         (975)       (1,214)       (2,227) 
Net repayments       (156,483)    (12,021)    (2,958)       (171,462)   -            -           -             - 
Resegmentation       (5,016)      (1,170)     (698)         (6,884)     (20)         (102)       (235)         (357) 
Net Write-offs       -            -           (650)         (650)       -            -           1,886         1,886 
Net remeasurement 
 due to stage 
 transfers 
 and risk 
 parameters 
 changes             -            -           -             -           (1,483)      2,507       3,352         4,376 
Foreign exchange 
 movements           131,723      13,873      3,183         148,779     6            1           80            87 
 
 
At 30 June 2019      2,658,958    248,448     52,413        2,959,819   1,538        11,124      17,080        29,742 
 
 
   7        Loans and Advances to Customers (Continued) 

The credit quality of loans to customers carried at amortised cost is as follows at 30 June 2020:

 
                        Stage 1      Stage 2         Stage 3 
                                                      (lifetime ECL 
In thousands of          (12-months   (lifetime ECL    for credit 
 GEL                      ECL)         for SICR)       impaired)     Total 
 
Corporate loans 
 risk category 
 
- Very low               4,071,703    1,117           -               4,072,820 
- Low                    370,299      418,785         -               789,084 
- Moderate               -            42,771          -               42,771 
- High                   -            1,791           -               1,791 
- Default                -            -               164,097         164,097 
 
 
Gross carrying amount   4,442,002    464,464         164,097         5,070,563 
 
 
Credit loss allowance    (48,514)     (6,008)         (54,030)        (108,552) 
 
 
Carrying amount          4,393,488    458,456         110,067         4,962,011 
 
 
Consumer loans risk 
 category 
 
- Very low               1,086,702    19,188          -               1,105,890 
- Low                    328,320      74,592          -               402,912 
- Moderate               145,110      245,028         -               390,138 
- High                   -            2,143           -               2,143 
- Default                -            -               61,025          61,025 
 
 
Gross carrying amount   1,560,132    340,951         61,025          1,962,108 
 
 
Credit loss allowance    (77,647)     (110,226)       (39,012)        (226,885) 
 
 
Carrying amount         1,482,485    230,725         22,013          1,735,223 
 
 
Mortgage loans risk 
 category 
 
- Very low               2,563,536    317,274         -               2,880,810 
- Low                    102,723      177,252         -               279,975 
- Moderate               11,732       153,933         -               165,665 
- High                   -            1,846           -               1,846 
- Default                -            -               68,319          68,319 
 
 
Gross carrying amount    2,677,991    650,305         68,319          3,396,615 
 
 
Credit loss allowance    (9,822)      (35,833)        (25,590)        (71,245) 
 
 
Carrying amount          2,668,169    614,472         42,729          3,325,370 
 
 
Loans to MSME risk 
 category 
 
- Very low               2,333,531    52,938          -               2,386,469 
- Low                    304,278      264,438         -               568,716 
- Moderate               14,587       118,368         -               132,955 
- High                   -            7,377           -               7,377 
- Default                -            -               110,589         110,589 
 
 
Gross carrying amount    2,652,396    443,121         110,589         3,206,106 
 
 
Credit loss allowance    (40,152)     (44,186)        (38,385)        (122,723) 
 
 
Carrying amount          2,612,244    398,935         72,204          3,083,383 
 
 
   7        Loans and Advances to Customers (Continued) 

The credit quality of loans to customers carried at amortised cost is as follows at 31 December 2019:

 
                        Stage 1      Stage 2         Stage 3 
                                                      (lifetime ECL 
In thousands of          (12-months   (lifetime ECL    for credit 
 GEL                      ECL)         for SICR)       impaired)     Total 
 
Corporate loans 
 risk category 
 
- Very low              4,094,403    7,882           -               4,102,285 
- Low                   339,960      75,872          -               415,832 
- Moderate              322          19,827          -               20,149 
- High                  -            828             -               828 
- Default               -            -               121,379         121,379 
 
 
Gross carrying amount   4,434,685    104,409         121,379         4,660,473 
 
 
Credit loss allowance   (39,153)     (1,969)         (39,628)        (80,750) 
 
 
Carrying amount         4,395,532    102,440         81,751          4,579,723 
 
 
Consumer loans risk 
 category 
 
- Very low              1,107,490    5,436           -               1,112,926 
- Low                   330,361      17,620          -               347,981 
- Moderate              155,411      176,815         -               332,226 
- High                  -            16,946          -               16,946 
- Default               -            -               73,927          73,927 
 
 
Gross carrying amount   1,593,262    216,817         73,927          1,884,006 
 
 
Credit loss allowance   (36,724)     (52,439)        (44,793)        (133,956) 
 
 
Carrying amount         1,556,538    164,378         29,134          1,750,050 
 
 
Mortgage loans risk 
 category 
 
- Very low              2,668,691    17,970          -               2,686,661 
- Low                   182,049      80,289          -               262,338 
- Moderate              22,986       121,743         -               144,729 
- High                  -            11,167          -               11,167 
- Default               -            -               64,302          64,302 
 
 
Gross carrying amount   2,873,726    231,169         64,302          3,169,197 
 
 
Credit loss allowance   (1,471)      (9,686)         (20,548)        (31,705) 
 
 
Carrying amount         2,872,255    221,483         43,754          3,137,492 
 
 
Loans to MSME risk 
 category 
 
- Very low              2,223,262    23,114          -               2,246,376 
- Low                   407,106      87,244          -               494,350 
- Moderate              19,893       80,947          -               100,840 
- High                  -            13,394          -               13,394 
- Default               -            -               93,319          93,319 
 
 
Gross carrying amount   2,650,261    204,699         93,319          2,948,279 
 
 
Credit loss allowance   (18,341)     (18,593)        (29,211)        (66,145) 
 
 
Carrying amount         2,631,920    186,106         64,108          2,882,134 
 
 
   7        Loans and Advances to Customers (Continued) 

In 2020, grace periods were granted to customers due to the COVID-19 pandemic. The total amount of modifications amounted to GEL 34.2 million, out of which GEL 32.3 million related to losses incurred on loans and advances to customers, while GEL 1.8 million related to losses incurred on investments in leases. Modifications reflected the decrease in the present value of cash flows resulting from the 3 to 6 months grace periods granted to the borrowers. Furthermore, the COVID-19 effect led to the creation of an additional ECL charge for 6m 2020. The implication of COVID-19 impact on ECL methodology is described in Note 23.

The table below presents the Economic sector risk concentrations within the customer loan portfolio:

 
                                    30 June 2020      31 December 2019 
In thousands of GEL                 Amount      %     Amount        % 
 
Individuals                         5,354,863   39%    5,046,804    40% 
Energy & Utilities                  1,148,256   8%     1,089,643    9% 
Hospitality & Leisure               1,141,852   8%     988,467      8% 
Real Estate                         1,218,235   9%     1,076,102    8% 
Food Industry                       703,789     5%     785,539      6% 
Trade                               633,018     5%     616,475      5% 
Construction                        735,129     5%     576,923      5% 
Agriculture                         580,203     4%     498,783      4% 
Healthcare                          345,471     3%     305,152      2% 
Services                            224,944     2%     212,661      2% 
Pawn Shops                          199,744     1%     203,633      2% 
Automotive                          223,555     2%     183,912      1% 
Transportation                      136,407     1%     134,223      1% 
Metals and Mining                   101,080     1%     99,321       1% 
Financial Services                  81,852      1%     96,430       1% 
Communication                       45,824      0%     43,329       0% 
Other                               761,170     6%     704,558      5% 
 
 
Total loans and advances 
 to customers (before impairment)   13,635,392  100%  12,661,955    100% 
 
 

As 30 June 2020, the Group had 260 borrowers (31 December 2019: 239 borrowers) with the aggregated gross loan amounts above GEL 5,000 thousand. The total aggregated amount of these loans was GEL 4,851,358 thousand (31 December 2019: GEL 4,443,036 thousand) or 35.6% of the gross loan portfolio (31 December 2019: 35.1%).

The amount and type of collateral required depends on an assessment of the credit risk of the counterparty. There are three key types of collateral:

   --      Real estate; 
   --      Movable property including fixed assets, inventory and precious metals; 
   --    Financial assets including deposits, shares, and third party guarantees. 

The financial effect of collateral is presented by disclosing the collateral values separately for (i) those assets where collateral and other credit enhancements are equal to or exceed the assets' carrying value ("over-collateralised assets") and (ii) those assets where collateral and other credit enhancements are less than the assets' carrying value ("under-collateralised assets").

   7        Loans and Advances to Customers (Continued) 

The following table illustrates the effect of collateral as 30 June 2020:

 
                        Over-collateralised                             Under-collateralised 
                         Assets                                          Assets 
                        Carrying value of the   Fair value of           Carrying value of the   Fair value of 
  In thousands of GEL   assets                  collateral              assets                  collateral 
 
Corporate loans         4,214,549               9,508,022               856,014                 262,288 
Consumer loans          915,282                 2,237,045               1,046,826               27,375 
Mortgage loans          3,138,066               6,739,442               258,549                 199,342 
Loans to micro, small 
 and medium 
 enterprises            2,730,571               6,389,776               475,535                 221,092 
 
 
Total                   10,998,468              24,874,285              2,636,924               710,097 
 
 

The following table illustrated the effect of collateral as 31 December 2019:

 
                        Over-collateralised                             Under-collateralised 
                         Assets                                          Assets 
                        Carrying value of the   Fair value of           Carrying value of the   Fair value of 
  In thousands of GEL   assets                  collateral              assets                  collateral 
 
Corporate loans          3,682,456               8,481,849               978,017                 310,419 
Consumer loans           950,847                 2,232,728               933,159                 37,658 
Mortgage loans           2,949,426               6,171,802               219,771                 107,183 
Loans to micro, small 
 and medium 
 enterprises             2,579,002               5,983,285               369,277                 164,979 
 
 
Total                    10,161,731              22,869,664              2,500,224               620,239 
 
 
   8        Premises, Equipment and Intangible Assets 
 
                               Land,          Office and      Construction    Total          Intangible      Total 
                               Premises and   Other           in              premises and   Assets 
                               leasehold      equipment*      progress **     equipment 
                               improvements 
In thousands of GEL            ** 
 
 
 
Carrying amount at 1 January 
 2019                           163,003        88,781          63,718          315,502        109,220         424,722 
 
 
Additions                       3,431          14,413          12,067          29,911         24,756          54,667 
Business Combination            -              771             -               771            1,019           1,790 
Disposals                       (3,520)        (4,759)         (4,496)         (12,775)       (633)           (13,408) 
Transfer                        700            (18)            (557)           125            29              154 
Transfer to financial leases 
 and repossessed assets         -              (1,071)         -               (1,071)        -               (1,071) 
Effect of translation to 
 presentation currency (cost)   (39)           (38)            -               (77)           (15)            (92) 
(Impairment charge)/reversal 
 of impairment to profit or 
 loss                           (30)           46              -               16             -               16 
Depreciation/amortisation 
 charge                         (2,894)        (11,340)        -               (14,234)       (10,851)        (25,085) 
Elimination of accumulated 
 depreciation/amortisation on 
 disposals                      814            2,275           -               3,089          359             3,448 
Effect of translation to 
 presentation currency 
 (accumulated depreciation)     47             11              -               58             26              84 
 
 
Carrying amount at 30 June 
 2019                          161,512        89,071          70,732          321,315        123,910         445,225 
 
 
Cost at 30 June 2019           202,920        225,074         70,732          498,726        190,939         689,665 
Accumulated 
 depreciation/amortisation 
 including accumulated 
 impairment loss               (41,408)       (136,003)       -               (177,411)      (67,029)        (244,440) 
 
 
Carrying amount at 1 January 2020        162,637    89,890      82,201   334,728     167,597    502,325 
 
 
Additions                                 1,101      14,831      9,702    25,634      37,930     63,564 
Capitalization Intangible Assets          -          -           -        -           (513)      (513) 
Transfers                                 -          (779)       779      -           -          - 
Disposals                                 (1,044)    (732)       (175)    (1,951)     -          (1,951) 
Transfer to Inventory                     (388)      (39)        -        (427)       -          (427) 
Transfer to financial leases and 
 repossessed assets                       -          (198)       -        (198)       -          (198) 
(Impairment charge)/reversal of 
 impairment to profit or loss             -          (94)        -        (94)        -          (94) 
Depreciation/amortisation charge          (2,782)    (10,893)    -        (13,675)    (10,473)   (24,148) 
Elimination of accumulated 
 depreciation/amortisation on disposals   99         1,115       -        1,214       44         1,258 
Effect of translation to presentation 
 currency Cost                            (55)       (218)       -        (273)       371        98 
Effect of translation to presentation 
 currency Accumulated depreciation        56         50          -        106         (125)      (19) 
Transfer from Provision for other 
 assets impairment                        -          -           -        -           (142)      (142) 
 
 
Carrying amount at 30 June 2020           159,624    92,933      92,507   345,064     194,689    539,753 
 
 
Cost at 30 June 2020                      205,693    244,842     92,507   543,042     278,256    821,298 
Accumulated depreciation/amortisation 
 including accumulated impairment loss    (46,069)   (151,909)   -        (197,978)   (83,567)   (281,545) 
 
 
 

*includes furniture and fixtures, computer and office equipments, motor vehicles as well as other equipments *Office and other equipment include furniture and fixtures, computer and office equipment, motor vehicles as well as other equipment.

** Certain amounts do not correspond to the 2019 consolidated financial statement and 2019 interim financial statement as they reflect the adjustments made due to change in accounting policy as described in Note 2.

   8        Premises, Equipment and Intangible Assets (Continued) 

Depreciation and amortisation charge presented on the face of the statement of profit or loss and other comprehensive income include depreciation and amortisation charge of premises and equipment, investment properties and intangible assets.

Construction in progress consists of construction and refurbishment of branch premises and the Bank's new headquarters. Upon completion, assets are to be transferred to premises.

   9            Due to Credit Institutions 
 
In thousands of GEL                                         30 June 2020  31 December 2019 
 
  Due to other banks 
Correspondent accounts and overnight placements             107,292        27,747 
Deposits from banks                                         147,219        139,267 
Total due to other banks                                    254,511       167,014 
 
Other borrowed funds 
Borrowings from foreign banks and financial institutions    2,483,612      2,005,900 
Borrowings from local banks and financial institutions      1,617,344      1,378,995 
Borrowings from Ministry of Finance                         -             536 
Borrowings from other financial institutions                47,939        41,456 
Total other borrowed funds                                  4,148,895     3,426,887 
 
 
Total amounts due to credit institutions                    4,403,406     3,593,901 
 
 
   10           Customer Accounts 
 
In thousands of GEL              30 June 2020          31 December 2019 
 
State and public organisations 
- Current/settlement accounts                 662,744   616,397 
- Term deposits                               220,885   298,177 
 
Other legal entities 
- Current/settlement accounts             2,983,108     3,151,507 
- Term deposits                               527,577   310,558 
 
Individuals 
- Current/demand accounts                 2,779,784     2,712,910 
- Term deposits                           3,246,232     2,959,775 
 
 
Total customer accounts                 10,420,330     10,049,324 
 
 
   10            Customer Accounts (Continued) 

State and public organisations include government owned profit orientated businesses.

Economic sector concentrations within customer accounts are as follows:

 
                          30 June 2020                 31 December 2019 
 
In thousands of GEL       Amount                    %    Amount        % 
 
Individuals                        6,026,016     58%   5,672,685     56% 
Construction                           508,665   5%    596,703       6% 
Trade                                  688,889   7%    741,385       7% 
Government sector                      497,190   5%    505,494       5% 
Transportation                         259,113   2%    308,268       3% 
Energy & Utilities                     300,891   3%    322,331       3% 
Financial Services                     548,917   5%    288,860       3% 
Services                               481,470   5%    446,876       5% 
Real Estate                            270,070   3%    322,416       3% 
Hotels and Leisure                       91,572  1%    110,816       1% 
Healthcare                             128,649   1%    98,294        1% 
Agriculture                              68,035  1%    50,915        1% 
Metals and Mining                        21,733  0%    12,264        0% 
Other                                  529,120   4%    572,017       6% 
 
 
Total customer accounts          10,420,330      100%  10,049,324    100% 
 
 

As 30 June 2020 the Group had 383 customers (31 December 2019: 359 customers) with balances above GEL 3,000 thousand. Their aggregate balance was GEL 4,546,770 thousand (31 December 2019: GEL 4,327,035 thousand) or 43.6% of total customer accounts (31 December 2019: 43.0%).

As 30 June 2020 included in customer accounts are deposits of GEL 2,925 thousand and GEL 131,869 thousand (31 December 2019: GEL 9,555 thousand and GEL 101,615 thousand) held as collateral for irrevocable commitments under letters of credit and guarantees issued, respectively. Refer to Note 25. As 30 June 2020, deposits held as collateral for loans to customers amounted to GEL 383,998 thousand (31 December 2019: GEL 469,205 thousand).

Refer to Note 25 for the disclosure of the fair value of customer accounts. Information on related party balances is disclosed in Note 26.

11 Provisions for Performance Guarantees, Credit Related Commitments and Liabilities and Charges

Movements in provisions for performance guarantees, credit related commitment and liabilities and charges are as follows:

 
In thousands of GEL                                Perfor-mance guarantees  Credit related commitments  Other   Total 
Carrying amount as of 1 January 2020               7,466                    4,511                       11,151  23,128 
 
Charges less releases recorded in profit or loss   (1,900)                  2,697                       1,280   2,077 
Effect of translation to presentation currency     400                      -                           (47)    353 
 
 
Carrying amount at 30 June 2020                    5,967                    7,209                       12,384  25,558 
 
 
 
In thousands of GEL                              Perfor-mance guarantees  Credit related commitments  Other    Total 
Carrying amount as of 1 January 2019             4,393                     5,424                      8,950    18,767 
 
Charges less releases recorded in profit or 
 loss                                            1,133                    (741)                       2,002    2,394 
Utilization of provision                         -                        -                           (1,104)  (1,104) 
Effect of translation to presentation currency   59                       -                           -        59 
 
 
Carrying amount at 30 June 2019                  5,585                    4,683                       9,848    20,116 
 
 

Credit related commitments and performance guarantees: Impairment allowance estimation methods differ for (i) letter of credits and guarantees and (ii) undrawn credit lines.

For letter of credits and guarantees allowance estimation purposes the Bank applies the staged approach and classifies them in stage 1, stage 2 or stage 3. Significant stage 2 and stage 3 guarantees are assessed individually. Non-significant stage 3 as well as all stage 1 and stage 2 guarantees and letter of credits are assessed collectively using exposure, marginal probability of conversion, loss given default and discount factor. Amount of the expected allowance differs based on the classification of the facility in the respective stage.

For impairment allowance assessment purposes, the Bank distinguishes between the revocable and irrevocable loan commitments of undrawn exposures. For revocable commitments, the Bank does not create an impairment allowance. As for the irrevocable undisbursed exposures, the Bank estimates a utilization parameter (which represents expected limit utilization percentage conditional on the default event) in order to convert off-balance part of the exposure to on-balance.

Once the respective on balance exposure is estimated, the Bank applies the same impairment framework approach as the one used for the respective type of on balance exposures.

Additions less releases recorded in profit or loss for "Other" provisions does not include gross change in total reserves for insurance claims in amount of GEL 1,335 thousand (30 June 2019: GEL 2,339 thousand) that are included in net claims incurred.

   12      Debt securities in issue 

On 27 May 2020 the TBC Bank Group PLC completed the transaction of a USD 15 million 3-year 8.2% senior unsecured bonds issue (the "Notes"). The private placement is direct, unsecured and unsubordinated obligations of the Company.

On 20 March 2020, TBC Leasing with the help of TBC Capital placed senior secured bonds of amount GEL 58.4 million on the Georgian Stock Exchange. The percentage of securities is variable, 3.25% added to the 3-month interbank rate in Tbilisi. Fitch rates the bonds 'BB-'.

On 19 March 2020 the TBC Bank Group PLC completed the transaction of a debut USD 10 million 3-year 6.45% senior unsecured bonds issue. The private placement is direct, unsecured and unsubordinated obligations of the Company.

On 3 July 2019 the Bank completed the transaction of a debut inaugural USD 125 million 10.75% yield Additional Tier 1 Capital Perpetual Subordinated Notes issue ("AT1 Notes"). The AT1 Notes are listed on the regulated market of Euronext Dublin and are rated B- by Fitch. The AT1 Notes have been simultaneously listed on JSC Georgian Stock Exchange, making it the first dual-listed international offering of additional Tier 1 Capital Notes from Georgia.

On 19 June 2019 the Bank completed the transaction of a debut USD 300 million 5-year 5.75% (6% yield) senior unsecured bonds issue. The Notes are listed on the regulated market of Euronext Dublin and are rated Ba2 by Moody's and BB- by Fitch. The Notes have been simultaneously listed on JSC Georgian Stock Exchange, making it the first dual-listed international offering of senior unsecured Notes from Georgia.

   13           Subordinated Debt 

As 30 June 2020, subordinated debt comprised of:

 
                                      Grant       Maturity    Currency   Outstanding   Outstanding 
                                       Date        Date                   amount        amount 
                                                                          in original   in GEL 
In thousands of GEL                                                       currency 
Kreditanstalt für Wiederaufbau 
 Bankengruppe                         10-Jun-14   8-May-21    GEL        6,401         6,401 
Kreditanstalt für Wiederaufbau 
 Bankengruppe                         4-May-15    8-May-21    GEL        7,001         7,001 
Green for Growth Fund                 18-Dec-15   18-Dec-25   USD        15,254        46,604 
European Fund for Southeast 
 Europe                               18-Dec-15   18-Dec-25   USD        7,638         23,334 
European Fund for Southeast 
 Europe                               15-Mar-16   16-Mar-26   USD        7,636         23,330 
Asian Development Bank (ADB)          18-Oct-16   31-Dec-26   USD        50,467        154,186 
Private lenders                       8-Jun-17    19-Dec-24   USD        25,212        77,028 
Subordinated Bond                     31-Aug-18   25-Jan-23   USD        10,045        30,859 
Global climate partnership 
 fund                                 20-Nov-18   20-Nov-28   USD        25,089        76,653 
ResponsAbility SICAV (Lux) 
 Microfinance Leaders                 30-Nov-18   30-Nov-28   USD        1,005         3,069 
ResponsAbility SICAV (Lux) 
 Financial inclusion fund             30-Nov-18   30-Nov-28   USD        3,114         9,514 
ResponsAbility Micro and 
 SME finance fund                     30-Nov-18   30-Nov-28   USD        5,929         18,114 
BlueOrchard Microfinance 
 Fund                                 14-Dec-18   14-Dec-25   USD        14,933        45,622 
BlueOrchard Microfinance 
 Fund                                 14-Dec-18   14-Dec-28   USD        14,927        45,605 
European Fund for Southeast 
 Europe                               21-Dec-18   21-Dec-28   USD        20,074        61,329 
 
 
Total subordinated debt                                                                628,649 
 
 

As of 31 December 2019, subordinated debt comprised of:

 
                           Grant Date   Maturity Date   Currency   Outstanding amount in     Outstanding amount in GEL 
In thousands of GEL                                                original currency 
 
Kreditanstalt für 
 Wiederaufbau 
 Bankengruppe              10-Jun-14    8-May-21        GEL         6,162                     6,162 
Kreditanstalt für 
 Wiederaufbau 
 Bankengruppe              4-May-15     8-May-21        GEL         6,739                     6,739 
Green for Growth Fund      18-Dec-15    18-Dec-25       USD         15,305                    43,890 
European Fund for 
 Southeast Europe          18-Dec-15    18-Dec-25       USD         7,663                     21,975 
European Fund for 
 Southeast Europe          15-Mar-16    15-Mar-26       USD         7,662                     21,971 
Asian Development Bank 
 (ADB)                     18-Oct-16    31-Oct-26       USD         50,585                    145,064 
Private lenders            8-Jun-17     19-Dec-24       USD         25,218                    72,318 
Subordinated Bond          17-Aug-18    30-Nov-22       USD         10,101                    28,976 
Global climate 
 partnership fund          20-Nov-18    20-Nov-28       USD         25,089                    71,948 
ResponsAbility SICAV 
 (Lux) Microfinance 
 Leaders                   30-Nov-18    30-Nov-28       USD         1,006                     2,884 
ResponsAbility SICAV 
 (Lux) Financial 
 inclusion fund            30-Nov-18    30-Nov-28       USD         3,117                     8,940 
ResponsAbility Micro and 
 SME finance fund          30-Nov-18    30-Nov-28       USD         5,935                     17,020 
BlueOrchard Microfinance 
 Fund                      14-Dec-18    14-Dec-25       USD         14,924                    42,797 
BlueOrchard Microfinance 
 Fund                      14-Dec-18    14-Dec-28       USD         14,920                    42,786 
European Fund for 
 Southeast Europe          21-Dec-18    21-Dec-28       USD         20,074                    57,565 
 
 
Total subordinated debt                                                                       591,035 
 
 

The debt ranks after all other creditors in case of liquidation. Refer to Note 25 for the disclosure of the fair value of subordinated debt.

In the event of any liquidation and/or significant financial distress with respect to the Borrower, the Lender agrees that the claims of the Lender in respect of the principal of, and interest on, the Loan and all other amounts payable under this Agreement shall be subordinated and subject in right of payment to the prior payment of claims of depositors and unsecured creditors of the Borrower, except for claims which are themselves so subordinated.

   13           Subordinated Debt (Continued) 

Unless otherwise agreed with the Regulatory Authority, any voluntary or mandatory prepayment of the Loan or cancellation of this Agreement (except in the case of Clause 9.2 (Voluntary Prepayment)) can be made no earlier than five calendar years after the Disbursement Date of the Loan and shall require the prior written consent of the Regulatory Authority.

The purpose of the Facility is to provide the Borrower with funding to be used by the Borrower as an instrument that qualifies as Tier 2 Capital to increase its lending capacity and to provide a capital cushion for the Borrower in accordance with the provisions of this Agreement.

   14      Share Capital 
 
                                                  Number of         Share capital 
In thousands of GEL except for number of shares    ordinary shares 
 
As of 1 January 2019                              54,244,329        1,650 
 
Shares issued                                     615,175           22 
Scrip dividend issued                             296,392           10 
 
 
As of 31 December 2019                            55,155,896        1,682 
 
 
As of 30 June 2020                                55,155,896        1,682 
 
 

As 30 June 2020 the total authorised number of ordinary shares was 55,155,896 shares (31 December 2019: 55,155,896 shares). Each share has a nominal value of one British Penny. All issued ordinary shares are fully paid and entitled to dividends.

On 24 June 2019, at the Annual General Meeting, TBC Bank Group PLC's shareholders agreed on a dividend of GEL 1.98 per share, based on the 2018 audited financial statements.

On 17 March 2020, the Board resolved not to recommend distributing a dividend, based on 2019 audited financial statements and that the Company would continue to monitor the situation resulted from COVID-19 pandemic.

   15      Share Based Payments 

June 2015 arrangement:

In June 2015, the Bank's Supervisory Board approved new management compensation scheme for the top and middle management and it accordingly authorised the issue of a maximum 3,115,890 new shares. The system was enforced from 2015 through 2018. According to the scheme, each year, subject to predefined performance conditions, a certain number of shares were awarded to the Group's top managers and most of the middle ones. The performance features key performance indicators (KPIs) divided into (i) corporate and (ii) individual. The corporate KPIs are mainly related to achieving profitability, efficiency, and portfolio quality metrics set by the Board as well as non-financial indicators with regards to customers' experience and employees' engagement. The individual performance indicators are set on an individual basis and are used to calculate the number of shares to be awarded to each employee. According to the scheme, members of top management also received the fixed number of shares. Once awarded, all shares carry service conditions and, before those conditions are met, are eligible to dividends; however they cannot be sold or transferred to third parties.

Service conditions foresee continuous employment until the gradual transfer of the full title to the scheme participants is complete. Shares for each of the 2015, 2016, 2017 and 2018 tranche gradually ran over on the second, third and fourth year following the performance appraisal. Eighty percent of the shares are vested in 3 years after being awarded. Under this compensation system the total vesting period extends to March 2022.

In 2015 the Group considered 17 June as the grant date. Based on the management's estimate of reached targets, as of 31 December 2015 1,908,960 shares were granted. The shares were gradually awarded to the members as per the described scheme. At the grant date the fair value amounted to GEL 24.64 per share, as quoted on the London Stock Exchange.

Following the listing on the Premium segment of the London Stock Exchange, the share-based payment scheme remained conceptually the same and was only updated to reflect the Group's new structure, whereby TBC Bank Group PLC distributes its shares to the scheme's participants, instead of JSC TBC Bank. The respective shares' value is recharged to JSC TBC Bank. As a result, the accounting of the scheme did not change in the consolidated financial statements.

The Bank also payed personal income tax on behalf of equity settled scheme beneficiaries, which was accounted as cash settled part.

The share based payment scheme for middle management and other eligible employees continues under existing terms for 2019-2020 except for vesting conditions that changed from 10%, 10%, 80% to 33%, 33%, 34% for the 3 year period.

December 2018 arrangements:

Anew compensation system was approved by shareholders at the AGM on 21 May 2018 and came into effect on 1 January 2019 and it covers the period 2019-2021 inclusive. On 28 December 2018, the Board of Directors approved the following details for this new compensation schemes for the top management and the Group considers that as a grant date.

Deferred share salary plan

Part of the top management salary is paid with shares with the objective of closely promoting the long-term success of the Group and aligning senior executive directors' and shareholders' interests. . Shares are usually delivered during the first quarter of the second year (i.e. the year after the performance year) and the exact date is determined by the Board. Once shares are delivered, for CEO and CFO they remain subject to continued employment, however for other members of the Bank's management Board condition of continuous employment had mean removed starting from the year of 2020 ; 50% of the shares for 1 year and the other 50% for 2 years from the delivery date. Upon the delivery, whilst the shares remain subject to the continued employment condition, the shares are registered in the trustees name as nominee for the participants and the participants are entitled to receive dividends.

   15    Share Based Payments (continued) 

Where applicable, deferred share salary is paid in part under the executive director's service contract with TBC JSC and in part under his service contract with TBC PLC, to reflect the executive director's duties to each. Initial salaries are set and approved by the Supervisory Board and Board of Directors. The Remuneration Committee assists both Boards in compensation related matters and makes respective recommendations. Deferred compensation is subject to the Group's malus and clawback policies until the shares are vested and during the holding period. If at any time after making the deferred compensation there is a material misstatement in the financial results for the year in respect of which the compensation was formally granted, the Remuneration Committee has the right to cause some or all of the deferred compensation for that year or any subsequent financial year that is unvested (or unpaid) to lapse (or not be paid).

The number of shares is calculated based on the average share price of the last 10 days preceding the committee decision date. The bank pays income tax and other employee-related taxes related to the award, however, taxes are included in the maximum amounts.

Deferred Bonus plan

The annual bonus for the top management is determined as to the extent that the annual KPIs have been met. Shares are usually delivered during the first quarter of the second year (i.e. the year after the performance year): and the exact date is determined by the Board. Once shares are delivered, they remain subject to continued employment fo r CEO and CFO , however condition of continuous emoloyment is removed for other members of the top management starting from the year 2020and malus and claw back provisions 50% of the shares for 1 year and the other 50% for 2 years from the delivery date. Upon the delivery, whilst the shares remain subject to the continued employment condition per above the shares are registered in the trustees name as the nominee for the participants and the participants are entitled to receive dividends.

Annual KPIs are set by the Remuneration Committee at the beginning of each year in relation to that year and approved by the Board. To the extent that the KPIs are achieved, the Remuneration Committee may recommend to the Board whether an award may be made and the amount of such award. The Group does not pay guaranteed bonuses to executive directors. The nature of the KPIs with their specific weightings and targets is disclosed in the published annual report. Awards are subject to the Group's malus and clawback policies until the shares are vested and during the holding period. If at any time after making the award there is a material misstatement in the financial results for the year in respect of which the award was formally granted, the Remuneration Committee can recommend to the Board that some or all of the award for that year or any subsequent financial year that is unvested (or unpaid) to lapse (or not be paid).

The number of shares is calculated based on the average share price of the last 10 days preceding the committee decision date. The Bank pays income tax and other employee-related taxes related to the award, however, taxes are included in the maximum award amounts.

Long Term Incentive Plan (LTIP)

Long term incentive plan is used to provide a strong motivational tool to achieve long term performance conditions and to provide rewards to the extent those performance conditions are achieved. Performance conditions are chosen to align the Group's and the Bank's executive directors' interests with strategic objectives of the Group over multi-year periods and encourage a long-term view. In order for the shares to be delivered, the executive directors need to meet rolling performance conditions over the 3 year performance period. A new system will be approved in 2021 to cover the period of 2021-2023. Shares if awarded will be delivered during the first quarter of the fourth year (i.e. the year after the performance period ends) and the exact date will be determined by the Board. Once shares are delivered, they remain subject to 3 year holding period and continued employment requirements. An award holder shall have no voting rights, or rights to receive dividends, in respect of a conditional share award before such award becomes a vested award, i.e. after the end of the 3-year award period. The awards may be granted in the form of conditional share awards, options or restricted share awards. Performance Conditions are proposed to the Board for approval by the Remuneration Committee for a period of 3 years. The Remuneration Committee determines the level of award at the end of the performance period, based on the extent to which the performance conditions have been met and makes the recommendation for approval to the Board. Awards are subject to the Group's malus and clawback policies until three years after the shares are delivered. If at any time after making the award the award holder deliberately mislead the Company or the Bank in relation to the financial performance, there is a material misstatement (or material error) in the financial statements of the Company or the Bank, the award holder's unit has suffered a material downturn in its financial performance caused by the award holder, there is misconduct on the

   15    Share Based Payments (continued) 

Long Term Incentive Plan (LTIP) (continued)

part of the award holder that caused material harm to the Company's or the Bank's reputation or there is misconduct on the part of the award holder that caused failure of the risk management resulting in a material loss to the Company or the Bank, the Remuneration Committee has the right to cause some or all of the award for that year or any subsequent financial year that is unvested (or unpaid) to lapse (or not be paid) and to clawback any amount that has already been paid. For newly issued shares, the LTIP is limited to using 10% of Company's total issued shares in 10 years for employee plans and 5% of Company's total issued shares in 10 years for discretionary plans.. These limits will exclude shares under awards that have been renounced, forfeited, released, lapsed or cancelled or awards that were granted prior to the Company's IPO or awards that the Remuneration Committee decide will be satisfied by existing shares.

The number of shares is calculated based on the average share price during the 10 days after the preliminary annual results of the year preceding the year of each grant is announced The Bank pays income tax and other employee-related taxes related to the award, however, taxes are included in the maximum amounts.

The performance conditions in respect of performance period 2019-2021 are as follows: 1) average Return on Equity for three years 2) total shareholder return for a period of three years 3) loan market share at the end of 2022. More details about specific weights and targets for CEO and CFO are given on page 162 of our 2019 Annual Report.

During COVID-19 outbreak, the Group continued to focus on optimising cost structure, re-arranging many processes and prioritising expenses. As part of this, and in recognition of the extraordinary pandemic circumstances, the Executive Directors of TBC Bank Group PLC and Management of JSC TBC Bank have volunteered to waive all their rights to deferred shares bonuses and long-term incentive plan grants for 2020.

   15    Share Based Payments (continued) 

Tabular information on the schemes is given below:

 
In GEL except for number of shares                                                      30 June 2020  31 December 2019 
 
Number of unvested shares at the beginning of the period                                3,141,541     2,121,129 
 
 
Total number of shares granted                                                          528,325***    1,613,101 
Number of shares granted - Deferred salary                                              -             285,047 
Number of shares granted - Deferred bonus                                               -             471,778 
Number of shares granted - LTIP                                                         -             459,751 
Number of shares granted - Middle management, subsidiaries' management and other 
 eligible 
 employees                                                                              528,325 ***   396,525 
 
 
Change in estimates of number of shares expected to be granted**                        51,129        (57,058) 
Management waiver of rights for 2020 bonus                                              (428,451)     - 
Change in estimates for 2019-2021 all awards                                            -             (57,058) 
Change in estimates for 2020 award for Deferred salary, 2021 awards for Deferred bonus 
 and 
 LTIP                                                                                   479,580       - 
 
 
Change in estimate of number of shares expected to vest based on performance 
 conditions - 
 2019 performance                                                                       (71,847)      - 
Change in estimate of number of shares expected to vest based on performance 
 conditions - 
 2018 performance                                                                       -             (16,501) 
 
 
Number of shares vested                                                                 (536,926)     (519,130) 
2015 year award - 80% vesting                                                           -             (405,573) 
2016 year award - 80% vesting                                                           (413,544)     - 
2016 year award - 10% vesting                                                           -             (51,693) 
2017 year award - 10% vesting                                                           (61,864)      (61,864) 
2018 year award - 10% vesting                                                           (61,518)      - 
 
 
Number of unvested shares at the end of the period                                      3,112,222     3,141,541 
 
Value at grant date per share according to June 2015 scheme (GEL)                           24.64         24.64 
Value at grant date per share (GEL) middle management and other eligible employees 
 plan                                                                                   50.16         50.16 
Value at grant date per share (GEL) Deferred share salary plan                          50.16         50.16 
Value at grant date per share (GEL) Deferred bonus plan                                 50.16         50.16 
Value at grant date per share (GEL) LTIP*                                               50.16         50.16 
 
 
                                                                                        30 June 2020  30 June 2019 
 
Expense on equity-settled part (GEL thousand)                                           6,063         13,245 
Expense on cash-settled part (GEL thousand)                                             (1,076)       491 
 
 
Expense recognised as staff cost during the period (GEL thousand)                       4,987         13,736 
 
 

*Grant date for LTIP plan has been determined for the first award tranche only, which is planned in 2021. For remaining tranches expense is accrued based on estimated fair value during the future grant date.

** The maximum amount is fixed for deferred share compensations for top management, the exact number will be calculated as per policy.

*** Represents shares granted to subsidiaries' management.

Liability in respect of the cash-settled part of the award amounted to GEL 867 thousand as 30 June 2020 (31 December 2019: GEL 3,160 thousand). Tax part of the new bonus system for the top management is accounted under equity settled basis.

Staff costs related to equity settled part of the share based payment schemes are recognised in the income statement on a straight line basis over the vesting period of each relevant tranche and corresponding entry is credited to share based payment reserve in equity.

   15    Share Based Payments (continued) 

On 30 June 2020 based on level of achievement of key performance indicators the management has reassessed the number of shares that will have to be issued to the participants of the share based payment system by decreasing estimated number of shares to vest by 71,847 (30 June 2019: decreased estimated number of shares to vest by 16,501).

In 2019 the Group established employee benefit trust (EBT) set up Executive Equity Compensation Trustee - Sanne Fiduciary Services Limited (the "Trustee") which acts as the trustee of the Group's share based payments plan. It purchases Group's shares from the open market and holds them before they are awarded to participants and vesting date is due. The number of shares to be purchased and held are instructed by the Group. The shares are presented as treasury shares under Shares held by trust category in the Statement of Financial Position until they are awarded to participants. As at 30 June 2020 the share number held by Trustee was 778,183 (31 December 2019: 595,380), which represents 1.4% of total outstanding shares (31 December 2019: 1.1%).

   16           Earnings per Share 

Basic earnings per share are calculated by dividing the profit or loss attributable to the owners of the Group by the weighted average number of ordinary shares in issue during the period.

 
 In thousands of GEL except for number of shares     30 June 2020  30 June 2019 
 
  Profit for the period attributable to the owners 
   of the Bank (excluding the profit attributable 
   to the shares encumbered under the share based 
   payment scheme                                    67,625        253,235 
 
 Weighted average number of ordinary shares 
  in issue                                           54,421,866    54,587,603 
 
 
Basic earnings per ordinary share attributable 
 to the owners of the Bank (expressed in GEL 
 per share)                                          1.24          4.64 
 
 
 

Diluted earnings per share are calculated by dividing the profit or loss attributable to owners of the Group by the weighted average number of ordinary shares adjusted for the effects of all dilutive potential ordinary shares during the period:

 
In thousands of GEL except for number of shares      30 June 2020  30 June 2019 
 
Profit for the period attributable to the owners 
 of the Bank (excluding the profit attributable 
 to the shares encumbered under the share based 
 payment scheme -                                    67,625        253,235 
 
 
Weighted average number of ordinary shares 
 in issue adjusted for the effects of all dilutive 
 potential ordinary shares during the period         54,950,082    54,840,290 
 
 
Diluted earnings per ordinary share attributable 
 to the owners of the Bank (expressed in GEL 
 per share)                                          1.23          4.62 
 
 
   17      Segment Analysis 

The Management Board (the "Board") is the chief operating decision maker and it reviews the Group's internal reporting in order to assess the performance and to allocate resources. In 2020 the Group made the re-segmentation after which some of the clients were reallocated to different segments - GEL 108 million of loans and customer amounts were transferred from MSME to Corporate segment, while GEL 2 million amounts were transferred from Corporate to MSME segment. In the tables below is disclosed the information as of 30 June 2020 both with and without re-segmentation effect.

The operating segments according to the definition are determined as follows:

-- Corporate - legal entity/group of affiliated entities with an annual revenue exceeding GEL 12.0 million or who have been granted facilities with more than GEL 5 million. Some other business customers may also be assigned to the corporate segment or transferred to MSME on a discretionary basis

-- Retail - non-business individual customers; all individual customers are included in retail deposits;

-- MSME - Business customers who are not included in either corporate or legal entities who have been granted a Pawn shop loan; or individual customers of the newly-launched fully-digital bank, Space;

-- Corporate centre and other operations - comprises of the Treasury, other support and back office functions, and non-banking subsidiaries of the Group .

The Management Board assesses the performance of the operating segments based on a measure of profit before income tax.

The reportable segments are the same as the operating segments.

No revenue from transactions with a single external customer or counterparty amounted to 10% or more of the Group's total revenue in as 30 June 2020 and 31 December 2019.

The vast majority of the entity's revenues are attributable to Georgia. A geographic analysis of origination of the Group's assets and liabilities is given in Note 23.

A summary of the Group's reportable segments as 30 June 2020 with updated segmentation and also without re-segmentation effect (for comparative reasons) and 30 June 2019 is provided below:

   17      Segment Analysis (Continued) 
 
Per new segmentation: 
                                     Corpo-rate  Retail      MSME       Corpo-rate centre and other         Total 
In thousands of GEL                                                     operations 
 
30 June 2020 
 
- Interest income                     225,082     285,336     162,144    115,331                             787,893 
- interest expense                    (87,181)    (86,768)    (5,426)    (228,716)                           (408,091) 
- Net gains on currency swaps         -           -           -          12,522                              12,522 
- Inter-segment interest 
 income/(expense)                     841         (32,744)    (64,097)   96,000                              - 
 
 
- Net interest income                 138,742     165,824     92,621     (4,863)                             392,324 
 
 
- Fee and commission income           24,949      96,189      11,443     6,171                               138,752 
- Fee and commission expense          (3,990)     (45,757)    (5,171)    (765)                               (55,683) 
 
 
- Net Fee and commission income       20,959      50,432      6,272      5,406                               83,069 
 
 
- Net insurance premiums earned      -           -           -           26,618                              26,618 
- Net insurance claims incurred      -           -           -           (16,337)                            (16,337) 
- Insurance Profit                   -           -           -          10,281                              10,281 
- Net gains from trading in foreign 
 currencies                           25,763      17,897      13,748     (8,002)                             49,406 
- Net losses from foreign exchange 
 translation                          -           -           -          (1,627)                             (1,627) 
- Net losses from derivative 
 financial instruments                -           -           -          (20)                                (20) 
- Net losses from disposal of 
 investment securities measured at 
 fair value through other 
 comprehensive 
 income                               -           -           -          (1,202)                             (1,202) 
- Other operating income              858         2,390       129        4,600                               7,977 
- Share of profit of associates       -           -           -          90                                  90 
 
 
- Other operating non-interest 
 income                               26,621      20,287      13,877     (6,161)                             54,624 
 
 
- Credit loss allowance for loans 
 to customers                         (26,627)    (160,861)   (61,728)   -                                   (249,216) 
- Credit loss allowance for 
 performance guarantees and credit 
 related commitments                  650         (378)       (1,069)    -                                   (797) 
- Credit loss allowance for net 
 investments in lease                 -           -           -          (4,278)                             (4,278) 
- Credit loss allowance for other 
 financial assets                     (1,964)     (69)        -          (2,189)                             (4,222) 
- Credit loss allowance for 
 financial assets measured at fair 
 value through OCI                    8           -           -          (546)                               (538) 
 
 
- Profit before administrative and 
 other expenses and income taxes      158,389     75,235      49,973     (2,350)                             281,247 
- Losses from modifications of 
 financial instruments               (2,675)     (22,547)    (7,068)    (1,880)                             (34,170) 
 
 
- Staff costs                         (14,894)    (54,421)    (23,331)   (21,360)                            (114,006) 
- Depreciation and amortisation       (2,028)     (21,738)    (5,422)    (3,027)                             (32,215) 
- Provision for liabilities and 
 charges                              -           -           -          77                                  77 
- Administrative and other 
 operating expenses                   (5,803)     (28,272)    (9,284)    (12,657)                            (56,016) 
 
 
- Operating expenses                  (22,725)    (104,431)   (38,037)   (36,967)                            (202,160) 
 
- Profit before tax                   132,989     (51,743)    4,868      (41,197)                            44,917 
- Income tax expense                  (8,990)     25,745      5,991      1,537                               24,283 
- Profit for the period               123,999     (25,998)    10,859     (39,660)                            69,200 
 
 
30 June 2020 
Total gross loans and advances to 
 customers reported                  5,070,563   5,358,723   3,206,106  -                                   13,635,392 
Total customer accounts reported     3,222,718   6,019,291   1,178,321  -                                   10,420,330 
Total credit related commitments 
 and performance guarantees          2,861,193   190,710     261,182    -                                   3,313,085 
 
 
   17      Segment Analysis (Continued) 
 
Per old segmentation: 
                                     Corpo-rate  Retail      MSME       Corpo-rate centre and other         Total 
In thousands of GEL                                                     operations 
 
30 June 2020 
 
- Interest income                     221,339     285,336     165,887    115,331                             787,893 
- interest expense                    (87,077)    (86,768)    (5,530)    (228,716)                           (408,091) 
- Net gains on currency swaps         -           -           -          12,522                              12,522 
- Inter-segment interest 
 income/(expense)                     841         (32,744)    (64,097)   96,000                              - 
 
 
- Net interest income                 135,103     165,824     96,260     (4,863)                             392,324 
 
 
- Fee and commission income           24,949      96,189      11,443     6,171                               138,752 
- Fee and commission expense          (3,990)     (45,757)    (5,171)    (765)                               (55,683) 
 
 
- Net Fee and commission income       20,959      50,432      6,272      5,406                               83,069 
 
 
- Net insurance premiums earned       -           -           -          26,618                              26,618 
- Net insurance claims incurred       -           -           -          (16,337)                            (16,337) 
- Insurance Profit                    -           -           -         10,281                              10,281 
- Net gains from trading in foreign 
 currencies                           25,763      17,897      13,748     (8,002)                             49,406 
- Net losses from foreign exchange 
 translation                          -           -           -          (1,627)                             (1,627) 
- Net losses from derivative 
 financial instruments                -           -           -          (20)                                (20) 
- Net losses from disposal of 
 investment securities measured at 
 fair value through other 
 comprehensive 
 income                               -           -           -          (1,202)                             (1,202) 
- Other operating income              858         2,390       129        4,600                               7,977 
- Share of profit of associates       -           -           -          90                                  90 
 
 
- Other operating non-interest 
 income                               26,621      20,287      13,877     (6,161)                             54,624 
 
 
- Credit loss allowance for loans 
 to customers                         (26,627)    (160,861)   (61,728)   -                                   (249,216) 
- Credit loss allowance for 
 performance guarantees and credit 
 related commitments                  650         (378)       (1,069)    -                                   (797) 
- Credit loss allowance for net 
 investments in lease                 -           -           -          (4,278)                             (4,278) 
- Credit loss allowance for other 
 financial assets                     (1,964)     (69)        -          (2,189)                             (4,222) 
- Credit loss allowance for 
 financial assets measured at fair 
 value through OCI                    8           -           -          (546)                               (538) 
 
 
- Profit before administrative and 
 other expenses and income taxes      154,750     75,235      53,612     (2,350)                             281,247 
- Losses from modifications of 
 financial instruments                (2,675)     (22,547)    (7,068)    (1,880)                             (34,170) 
 
 
- Staff costs                         (14,894)    (54,421)    (23,331)   (21,360)                            (114,006) 
- Depreciation and amortisation       (2,028)     (21,738)    (5,422)    (3,027)                             (32,215) 
- Provision for liabilities and 
 charges                              -           -           -          77                                  77 
- Administrative and other 
 operating expenses                   (5,803)     (28,272)    (9,284)    (12,657)                            (56,016) 
 
 
- Operating expenses                  (22,725)    (104,431)   (38,037)   (36,967)                            (202,160) 
 
- Profit before tax                   129,350     (51,743)    8,507      (41,197)                            44,917 
- Income tax expense                  (8,483)     25,745      5,484      1,537                               24,283 
- Profit for the period               120,867     (25,998)    13,991     (39,660)                            69,200 
 
 
30 June 2020 
Total gross loans and advances to 
 customers reported                  4,964,861   5,358,723   3,311,808  -                                   13,635,392 
Total customer accounts reported     3,212,814   6,019,291   1,188,225  -                                   10,420,330 
Total credit related commitments 
 and performance guarantees          2,861,193   190,711     261,181    -                                   3,313,085 
 
 
   17      Segment Analysis (Continued) 
 
                                    Corpo-rate  Retail      MSME        Corpo-rate centre and other         Total 
In thousands of GEL                                                     operations 
 
30 June 2019 
 
- Interest income                    156,857     288,909     141,798     90,652                              678,216 
- interest expense                   (79,418)    (72,843)    (4,682)     (133,834)                           (290,777) 
- Net gains on currency swaps       -           -           -           11,146                              11,146 
- Inter-segment interest 
 income/(expense)                    24,584      (33,609)    (47,567)    56,592                              - 
 
 
- Net interest income                102,023     182,457     89,549     24,556                              398,585 
 
 
- Fee and commission income          24,002      92,008      11,365      2,510                               129,885 
- Fee and commission expense         (3,251)     (37,256)    (3,789)     (248)                               (44,544) 
 
 
- Net Fee and commission income      20,751      54,752      7,576       2,262                               85,341 
 
 
- Net insurance premiums earned     -           -           -           15,992                              15,992 
- Net insurance claims incurred     -           -           -           (7,925)                             (7,925) 
- Insurance Profit                  -           -           -           8,067                               8,067 
- Net gains from trading in 
 foreign currencies                  22,288      13,370      10,120      (10,805)                            34,973 
- Net losses from foreign exchange 
 translation                         -           -           -           9,214                               9,214 
- Net losses from derivative 
 financial instruments               -           (218)       -           (11)                                (229) 
- Net losses from disposal of 
 investment securities measured at 
 fair value through other 
 comprehensive 
 income                              -           -           -           147                                 147 
- Other operating income             1,040       4,502       701         1,566                               7,809 
- Share of profit of associates      -           -           -           341                                 341 
 
 
- Other operating non-interest 
 income                             23,328      17,654      10,821      8,519                               60,322 
 
 
- Credit loss allowance for loans 
 to customers                        4,259       (55,517)    (15,225)    -                                   (66,483) 
- Credit loss allowance for 
 performance guarantees and credit 
 related commitments                 (807)       421         (6)         -                                   (392) 
- Credit loss allowance for net 
 investments in lease                -           -           -           178                                 178 
- Credit loss allowance for other 
 financial assets                   3,010       92          -           (2,522)                              580 
- Credit loss allowance for 
 financial assets measured at fair 
 value through OCI                  (320)       -            -          (30)                                 (350) 
 
 
- Profit before administrative and 
 other expenses and income taxes    152,244     199,859     92,715      32,963                              477,781 
 
 
- Staff costs                        (17,674)    (66,073)    (23,199)    (9,693)                             (116,639) 
- Depreciation and amortisation      (1,494)     (24,854)    (3,924)     (1,852)                             (32,124) 
- Provision for liabilities and 
 charges                             -           -           -           1,441                               1,441 
- Administrative and other 
 operating expenses                  (7,565)     (39,845)    (10,923)    (6,242)                             (64,575) 
 
 
- Operating expenses                (26,733)    (130,772)   (38,046)    (16,346)                            (211,897) 
 
- Profit before tax                  125,511     69,087      54,669      16,617                              265,884 
- Income tax expense                 (14,546)    (6,985)     (5,429)     14,616                              (12,344) 
- Profit for the period              110,965     62,102      49,240      31,233                              253,540 
 
 
30 June 2019 
Total gross loans and advances to 
 customers reported                 3,658,340   4,835,320   2,647,700   -                                   11,141,360 
Total customer accounts reported     3,510,179   5,360,114   1,006,520   -                                   9,876,813 
Total credit related commitments 
 and performance guarantees          1,983,645   222,636     252,082     -                                   2,458,363 
 
 
   17      Segment Analysis (Continued) 

Reportable segments' assets were reconciled to total assets as follows:

 
In thousands of GEL                                                             30 June 2020  31 December 2019* 
 
Total segment assets (gross loans and advances to customers)                     13,635,392   12,661,955 
Credit loss allowance                                                            (529,404)    (312,556) 
Cash and cash equivalents                                                       981,803       1,003,583 
Mandatory cash balances with National Bank of Georgia                           1,794,010     1,591,829 
Due from other banks                                                            30,879        33,605 
Investment securities measured at fair value through other comprehensive 
 income                                                                         1,082,520     985,293 
Bonds carried at amortised cost                                                 1,335,415                1,022,684 
Current income tax prepayment                                                   36,703                        25,695 
Deferred income tax asset                                                       7,470                            2,173 
Other financial assets                                                          174,378                     133,736 
Net investments in leases                                                       270,172                     256,660 
Other assets                                                                    258,349                     255,712 
Premises and equipment                                                          345,064                     334,728 
Intangible assets                                                               194,689       167,597 
Investment properties                                                           70,716                        72,667 
Goodwill                                                                        60,296        61,558 
Right of use assets                                                             62,865                        59,693 
Investments in Associates                                                       2,112         2,654 
 
 
Total assets per statement of financial position                                19,813,429    18,359,266 
 
 

* Certain amounts do not correspond to the 2019 consolidated financial statement and 2019 interim financial statement as they reflect the adjustments made due to change in accounting policy as described in Note 2.

Reportable segments' liabilities are reconciled to total liabilities as follows:

 
In thousands of GEL                                     30 June 2020  31 December 2019* 
 
Total segment liabilities (customer accounts)           10,420,330    10,049,324 
Due to credit institutions                              4,403,406     3,593,901 
Debt securities in issue                                1,396,141     1,213,598 
Current income tax liability                            692           1,634 
Deferred income tax liability                           5             18,888 
Provisions for liabilities and charges                  25,558        23,128 
Other financial liabilities                             138,749       113,609 
Lease Liabilities                                       65,937        59,898 
Other liabilities                                       80,557        95,161 
Subordinated debt                                       628,649       591,035 
 
 
Total liabilities per statement of financial position   17,160,024    15,760,176 
 
 

* Certain amounts do not correspond to the 2019 consolidated financial statement and 2019 interim financial statement as they reflect the adjustments made due to change in accounting policy as described in Note 2.

   18           Interest Income and Expense 
 
In thousands of GEL                          30 June 2020          30 June 2019 
 
Interest income calculated using effective 
 interest method 
Loans and advances to customers                         663,530     582,899 
Bonds carried at amortised cost                           42,363    23,410 
Investment securities measured at fair 
 value through OCI                                        46,056   36,950 
Due from other banks                                        9,573   11,630 
Other interest income 
Net investments in lease                                  25,517    23,327 
Other                                        854                   - 
 
 
Total interest income                                   787,893    678,216 
 
 
Interest expense 
 Customer accounts                                      177,846    155,634 
 Due to credit institutions                     149,560            100,032 
 Subordinated debt                                        27,650   31,748 
 Debt Securities in issue                                 51,498   2,054 
 Lease liabilities                                          1,537  1,309 
 
 
Total interest expense                                  408,091    290,777 
 
 
  Net gains on currency swaps                12,522                11,147 
 
Net interest income                                      392,324   398,586 
 
 

During the six months ended 30 June 2020 the interest accrued on impaired loans amounted to GEL 16,175 thousand (30 June 2019: GEL 17,964 thousand).

   19      Fee and Commission Income and Expense 
 
In thousands of GEL                     30 June 2020             30 June 2019 
 
Fee and commission income 
Fee and commission income in respect 
 of financial instruments not at fair 
 value through profit or loss: 
- Card operations                       65,033                   60,084 
- Settlement transactions                              43,868    36,609 
- Guarantees issued                                   17,047     12,546 
- Cash transactions                                      3,886   6,706 
- Issuance of letters of credit                          2,686   2,319 
- Foreign exchange operations                               580  1,388 
- Other                                                  5,652   10,233 
 
 
Total fee and commission income                      138,752     129,885 
 
 
Fee and commission expense 
Fee and commission expense in respect 
 of financial instruments not at fair 
 value through profit or loss: 
- Card operations                                      41,531    34,175 
- Settlement transactions                                5,856   6,623 
- Cash transactions                                      3,989   1,603 
- Guarantees received                                    1,149   864 
- Letters of credit                                         665  740 
- Foreign exchange operations                               110  31 
- Other                                                  2,383   508 
 
 
Total fee and commission expense                       55,683    44,544 
 
 
Net fee and commission income                          83,069    85,341 
 
 
   20      Other Operating Income 
 
In thousands of GEL                           30 June 2020  30 June 2019 
 
Revenues from operational leasing             1,283         1,660 
Gain on disposal of premises and equipment    48            1,370 
Gain from sale of investment properties       368           630 
Gain from sale of repossessed collateral      322           582 
Revenues from e-commerce                      2,759         - 
Revenues from sale of cash-in terminals       317           443 
Revenues from non-credit related fines        122           165 
Other                                         2,758         2,960 
 
 
Total other operating income                  7,977         7,810 
 
 

Revenue from operational leasing is wholly attributable to investment properties. The carrying value of

repossessed collateral disposed of in the period ended 30 June 2020 was GEL 4,840 thousand (30 June 2019: GEL 5,980 thousand).

   21      Administrative and Other Operating Expenses 
 
                                              30 June  30 June 
In thousands of GEL                            2020     2019 
 
Professional services                         8,122          12,046 
Advertising and marketing services            10,348           9,461 
Intangible asset enhancement                  6,756            5,976 
Expenses related to lease contracts           6,641            5,826 
Premises and equipment maintenance            3,262            4,765 
Taxes other than on income                    4,839            3,713 
Utility services                              3,426            3,570 
Communications and supply                     2,952            2,782 
Stationery and other office expenses          3,086            2,251 
Charity                                       799              1,279 
Business trip expenses                        558              1,065 
Security services                             943              1,025 
Transportation and vehicle maintenance        794                  903 
Personnel training and recruitment            511                  596 
Insurance                                     954                  508 
Loss on disposal of premises and equipment    10                   251 
Loss on disposal of inventories               120                    52 
Loss on disposal of investment properties     248                    38 
Impairment of Premises & Equipment            94                      - 
Write-down of current assets to fair value 
 less costs to sell                           (345)              (251) 
Other                                         1,898            8,719 
 
 
Total administrative and other operating 
 expenses                                     56,016   64,575 
 
 
 
   22           Income Taxes 

As at 30 June 2020, the statutory income tax rate applicable to the majority of the Group's income is 15% (six months ended 30 June 2019: 15%). O n 12 June 2018, the new amendment to the current corporate taxation model came into force that postpones tax relief for re-invested profit from 1 January 2019 to 1 January 2023 for commercial banks, credit unions, insurance organizations, microfinance organizations and pawnshops. As a result, deferred tax assets/liabilities are measured to the amounts that are realizable until 31 December 2022.

   23           Financial and Other Risk Management 

Credit Quality

Depending on the type of financial asset the Group may utilize different sources of asset credit quality information including credit ratings assigned by the international rating agencies (Standard & Poor's, Fitch), credit scoring information from credit bureau and internally developed credit ratings. Financial assets are classified in an internally developed credit quality grades by taking into account the internal and external credit quality information in combination with other indicators specific to the particular exposure (e.g. delinquency). The Group defines following credit quality grades:

   --      Very low risk - exposures demonstrate strong ability to meet financial obligations; 
   --      Low risk - exposures demonstrate adequate ability to meet financial obligations; 
   --      Moderate risk - exposures demonstrate satisfactory ability to meet financial obligations; 
   --      High risk - exposures that require closer monitoring, and 
   --      Default - exposures in default, with observed credit impairment. 

The internal credit ratings are estimated by the Group by statistical models with the limited involvement of credit officers. Statistical models include qualitative and quantitative information that shows the best predictive power based on historical data on defaults.

The rating models are regularly reviewed and back tested on actual default data. The Group regularly validates the accuracy of ratings estimates and appraises the predictive power of the models.

Credit quality assignment methodology is unchanged and it does not take into account COVID-19 related overlays applied by the management for ECL calculation.

Expected credit loss (ECL) measurement

ECL is a probability-weighted estimate of the present value of future cash shortfalls. An ECL measurement is unbiased and is determined by evaluating a range of possible outcomes. ECL measurement is based on four components used by the Group: Probability of Default ("PD"), Exposure at Default ("EAD"), Loss Given Default ("LGD") and Discount Rate. The estimates consider forward looking information, that is, ECLs reflect probability weighted development of key macroeconomic variables that have an impact on credit risk.

The Bank uses is a three-stage model for ECL measurement and classifies its borrowers across three stages: The Bank classifies its exposures as Stage 1 if no significant deterioration in credit quality occurred since initial recognition and the instrument was not defaulted when initially recognized. The exposure is classified to Stage 2 if the significant deterioration in credit quality was identified since initial recognition but the financial instrument is not considered defaulted. The exposures for which the defaulted indicators have been identified are classified as Stage 3 instruments. The Expected Credit Loss (ECL) amount differs depending on exposure allocation to one of the Stages. In the case of Stage 1 instruments, the ECL represents that portion of the lifetime ECL that can be attributed to default events potentially occurring within the next 12 months from the reporting date. In case of Stage 2 instruments, the ECL represents the lifetime ECL, i.e. credit losses that can be attributed to possible default events during the whole lifetime of a

financial instrument. Generally, lifetime is set equal to the remaining contractual maturity of the financial instrument. Factors such as existence of contractual repayment schedules, options for extension of repayment maturity and monitoring processes held by the Bank affect the lifetime determination. In case of Stage 3 instruments, default event has already incurred and the lifetime ECL is estimated based on the expected recoveries.

   23      Financial and Other Risk Management (Continued) 

Definition of default

Financial assets for which the Group observed occurrence of one or more loss events are classified in Stage 3. The Group's definition of default for the purpose of ECL measurement, is in accordance with the Capital Requirements Regulation (EU).

The Group uses both quantitative and qualitative criteria for the definition of default. The borrower is classified as defaulted if at least one of the following occurred:

   --      Any amount of contractual repayments is past due more than 90 days; 
   --      Factors indicating the borrower's unlikeliness-to-pay. 

In case of individually significant borrowers the Bank additionally applies criteria including but not limited to: bankruptcy proceedings, significant fraud in the borrower's business that significantly affected its financial condition, breach of the contract terms etc. For SME and corporate borrowers default is identified on the counterparty level, meaning that all the claims against the borrower are treated as defaulted. As for retail and micro exposures, facility level default definition is applied considering additional pulling effect criteria. If the amount of defaulted exposure exceeds predefined threshold, all the claims against the borrower are classified as defaulted. Once financial instrument is classified as defaulted, it remains as such until it no longer meets any of the default criteria for a consecutive period of six months, in which case exposure is considered to no longer be in default (i.e. to have cured). Grace period of six months has been determined on analysis of likelihood of a financial instrument returning to default status after curing. Exposures which are moved to stage 2 from default state are kept there for certain period before transferring to Stage 1 and classified as fully performing instruments again.

Significant increase in credit risk ("SICR")

Financial assets for which the Group identifies significant increase in credit risk since its origination are classified in Stage 2. SICR indicators are recognized at financial instrument level even though some of them refer to the borrower's characteristics. The Group uses both quantitative and qualitative indicators of SICR.

Quantitative criteria

On a quantitative basis the Bank assess change in probability of default parameter for each particular exposure since initial recognition and compares it to the predefined threshold. When absolute change in probability of default exceeds the applicable threshold, SICR is deemed to have occurred and exposure is transferred to Stage 2. Quantitative indicator of SICR is applied to retail and micro segments, where the Group has sufficient number of observations.

An increase in PD parameter as a result of an application of COVID-19 related macroeconomic overlay, triggered a quantitative SICR criteria for retail and micro exposures. In order to classify triggered exposures as a stage 2, in addition to the change in PD SICR criteria, the Bank also considers extension of payment holiday to the borrower. The Bank has not deemed the borrower's decision to take payment holiday alone as a sufficient indicator of an SICR occurring.

Qualitative criteria

Financial asset is transferred to Stage 2 and lifetime ECLs is measured if at least one of the following SICR qualitative criteria is observed:

   --      delinquency period of more than 30 days on contractual repayments; 
   --      exposure is restructured, but is not defaulted; 
   --      borrower is classified as "watch". 
   23      Financial and Other Risk Management (Continued) 

Significant increase in credit risk ("SICR") (Continued)

The Group has not rebutted the presumption that there has been significant increase in credit risk since origination when financial asset becomes more than 30 days past due. This qualitative indicator of SICR together with debt restructuring is applied to all segments. Particularly for corporate and SME segment the Group uses downgrade of risk category since origination of the financial instrument as a qualitative indicator of SICR. Based on the results of the monitoring borrowers are classified across different risk categories. In case there are certain weaknesses present, which if materialized may lead to loan repayment problems, borrowers are classified as "watch" category. Although watch borrowers' financial standing is sufficient to repay obligations, these borrowers are closely monitored and specific actions are undertaken to mitigate potential weaknesses. Once the borrower is classified as "watch" category it is transferred to Stage 2. If any of the SICR indicators described above occur financial instrument is transferred to Stage 2. Financial asset may be moved back to Stage 1, if SICR indicators are no longer observed.

ECL measurement

The Group utilizes two approaches for ECL measurement - individual assessment and collective assessment. Individual assessment is mainly used for stage 2 and stage 3 individually significant borrowers. Additionally, the Bank may arbitrarily designate selected exposures to individual measurement of ECL based on the Bank's credit risk management or underwriting departments' decision.

The Bank uses the discounted cash flow (DCF) method for the determination of recovery amount under individual assessment. In order to ensure the accurate estimation of recoverable amount the Bank may utilize scenario analysis approach. Scenarios may be defined considering the specifics and future outlook of individual borrower, sector the borrower operates in or changes in values of collateral. In case of scenario analysis the Bank forecasts recoverable amount for each scenario and estimates respective losses. Ultimate ECL is calculated as the weighted average of losses expected in each scenario, weighted by the probability of scenario occurring.

As for the non-significant and non-impaired significant borrowers the Bank estimates expected credit losses collectively. For the collective assessment and risk parameters estimation purposes the exposures are grouped into a homogenous risk pools based on similar credit risk characteristics. Common credit risk characteristics of the group include but are not limited to: Stage (Stage 1, Stage 2 or Stage 3), type of counterparty (individual vs business), type of product, rating (external or internal), overdue status, restructuring status, months in default category or any other characteristics that may differentiate certain sub-segments for risk parameter's estimation purposes. Number of pools differs for different products/ segments considering specifics of portfolio and availability of data within each pool. Collective ECL is the sum of the multiplications of the following credit risk parameters: EAD, PD and LGD, that are defined as explained below, and discounted to present value using the instrument's effective interest rate.

The key principles of calculating the credit risk parameters:

Exposure at default (EAD)

The EAD represents estimation of exposure to credit risk at the time of default occurring during the life of financial instrument. The EAD parameter used for the purpose of the ECL calculation is time-dependent, i.e. the Bank allows for various values of the parameter to be applied to subsequent time periods during the lifetime of an exposure. Such structure of the EAD is applied to all Stage 1 and Stage 2 financial instruments. In case of Stage 3 financial instruments and defaulted POCI assets, the EAD vector is one-element with current EAD as the only value. EAD is determined differently for amortising financial instruments with contractual repayment schedules and for revolving facilities. For amortising products EAD is calculated considering the contractual repayments of principal and interest over the 12-month period for facilities classified in Stage 1 and over lifetime period for remaining instruments. It is additionally adjusted to include effect of reduction in exposure due to prepayments. In light of the COVID-19 pandemic, the Bank expects that prepayment rates will decrease substantially compared to the pre-stress levels. In order to reflect the future expectations in EAD modelling, we have adjusted the prepayment rates downward for future one-year period. For revolving products, the Bank estimates the EAD based on the expected limit utilisation percentage conditional on the default event.

   23      Financial and Other Risk Management (Continued) 

Probability of default (PD)

Probability of default parameter describes the likelihood of a default of a facility over a particular time horizon. It provides an estimate of the likelihood that a borrower will be unable to meet its contractual debt obligations. The PD parameter is time-dependent (i.e. has a specific term structure) and is applied to all non-defaulted contracts. Taking into account specific nature of different segments of clients for which the PD is estimated as well as unique characteristics that drive their default propensity, the PD is modelled differently for Retail and Micro segments and Corporate and SME segments. PD assessment approach is also differentiated for different time horizons and is further adjusted due to expected influence of macroeconomic variables as forecasted for the period (see 'Forward Looking Information" section for further details on incorporation of macroeconomic expectations in ECL calculation). Two types of PDs are used for calculating ECLs: 12-month and lifetime PD. Lifetime PDs represent the estimated probability of a default occurring over the remaining life of the financial instrument and it is a sum of the 12

months marginal PDs over the life of the instrument. The Group uses different statistical approaches such as the extrapolation of 12-month PDs based on migration matrixes, developing lifetime PD curves based on the historical default data and gradual convergence of long-term PD with the long-term default rate.

Loss given default (LGD)

The LGD parameter represents the share of an exposure that would be irretrievably lost if a borrower defaults. For Stage 1 and Stage 2 financial instruments, the LGD is estimated for each period in the instrument's lifetime and reflects the share of the expected EAD for that period that will not be recovered over the remaining lifetime of the instrument after the default date. For Stage 3 financial instruments, the LGD represents the share of the EAD as of reporting date that will not be recovered over the remaining life of that instrument. Assessment of LGD varies by the type of counterparty, segment, type of product, securitization level and availability of historical observations. The general LGD estimation process employed by the Bank is based on the assumption that after the default of the exposure, two mutually exclusive scenarios are possible. The exposure either leaves the default state (cure scenario) or does not leave the default state and will be subject to recovery process (non-cure scenario). The probability that an exposure defaults again in the cure scenario is involved in the estimation process. Risk parameters applicable to both scenarios, i.e. cure rates and recovery rates, are estimated by means of migration matrices approach, where risk groups are defined by consecutive months-in-default. For certain portfolios based on the limitations of observations alternative versions of the general approach may be applied. In light of the COVID-19 pandemic, the Bank applied an additional downward adjustment to the collateral values for LGD calculation purposes to capture expected real estate price drop in downside macroeconomic scenario.

Forward-looking information

The measurement of unbiased, probability weighted ECL requires inclusion of forward looking information obtainable without undue cost or effort. For forward-looking information purposes the Bank defines three macro scenarios. The scenarios are defined as baseline (most likely), upside (better than most likely) and downside (worse than most likely) scenarios of the state of the Georgian economy.

To derive the baseline macro-economic scenario, the Group takes into account forecasts from various external sources - the National Bank of Georgia, Ministry of Finance, International Monetary Fund ("IMF") as well as other International Financial Institutions ("IFI"'s) - in order to ensure the to the consensus market expectations. Upside and downside scenarios are defined based on the framework developed by the Bank's macroeconomic unit.

In light of the COVID-19 pandemic, the Bank modified its approach to incorporating forward-looking information in the estimation of ECLs. The Bank generally uses statistical models and historical relationship between the various macroeconomic factors and default observations to derive forward-looking adjustments. Such models are not accustomed to the magnitude of stress macroeconomic conditions that we expect to be a result of COVID-19 pandemic and may downplay the severity of impact. Current forward-looking adjustment is based on the Bank's expectations on future defaults related to the COVID-19 implications and

   23      Financial and Other Risk Management (Continued) 

Forward-looking information (Continued)

is a result of the internal stress test exercise. Stress test is conducted based on the projections of macroeconomic factors separately in each macroeconomic scenario. Additionally, the scenario probabilities were also adjusted to reflect the management's expectations regarding their future realisation. The baseline, upside and downside scenarios were assigned probability weighing of 60%, 10% and 30%, respectively (31 December 2019: 50%, 25% and 25%).

The forward looking information is incorporated in both individual and collective assessment of expected credit losses.

Model maintenance and validation

The Group regularly reviews its methodology and assumptions to reduce any difference between the estimates and the actual credit loss. Such back-testing is performed at least once a year. As part of the back-testing process, the Group evaluates actual realization of the risk parameters and their consistency with the model estimates. Additionally staging criteria are also analysed within the back-testing process. The results of back-testing the ECL measurement methodology are communicated to the Group Management and further actions for tuning the models and assumptions are defined after discussions between authorised persons.

   23      Financial and Other Risk Management (Continued) 

Geographical risk concentrations. Assets, liabilities, credit related commitments and performance guarantees have generally been attributed to geographic regions based on the country in which the counterparty is located. Balances legally outstanding to/from offshore companies, which are closely related to Georgian counterparties, are allocated to the caption "Georgia". Cash on hand and premises and equipment have been allocated based on the country in which they are physically held.

The table below presents the geographical concentration of the Group's assets and liabilities as at 30 June 2020:

 
In thousands of GEL                          Georgia      OECD         Non-OECD   Total 
 
Assets 
Cash and cash equivalents                    743,427      229,978      8,398      981,803 
Due from other banks                         18,864       12,015       -          30,879 
Mandatory cash balances with National 
 Bank of Georgia                             1,794,010    -            -          1,794,010 
Loans and advances to customers              12,613,131   343,859      148,998    13,105,988 
Investment securities measured 
 at fair value through other comprehensive 
 income                                      1,082,520    -            -          1,082,520 
Bonds carried at amortised cost              1,335,415    -            -          1,335,415 
Investments in leases                        269,351      -            821        270,172 
Other financial assets                       169,006      4,865        507        174,378 
 
 
Total financial assets                       18,025,724   590,717      158,724    18,775,165 
 
 
Non-financial assets                         1,036,486    36           1,742      1,038,264 
 
 
Total assets                                  19,062,210   590,753      160,466    19,813,429 
 
 
Liabilities 
Due to credit institutions                   2,105,261    2211877      86,268     4,403,406 
Customer accounts                            8,641,262    951,545      827,523    10,420,330 
Debt securities in issue                     1,396,141    -            -          1,396,141 
Other financial liabilities                  138,134      291          324        138,749 
Lease liabilities                            63,739       -            2,198      65,937 
Subordinated debt                            107,581      365,753      155,315    628,649 
 
 
Total financial liabilities                  12,452,118   3,529,466    1,071,628  17,053,212 
 
 
Non-financial liabilities                    102,227      30           4,555      106,812 
 
 
Total liabilities                            12,554,345   3,529,496    1,076,183  17,160,024 
 
 
Net balance sheet position                   6,507,865    (2,938,743)  (915,717)  2,653,405 
 
 
Performance guarantees                       677,404      239,707      700,525    1,617,636 
Credit related commitments                   1,682,712    8,291        4,446      1,695,449 
 
 
 
   23      Financial and Other Risk Management (Continued) 

The table below shows the geographical concentration of the Group's assets and liabilities as at 31 December 2019. Certain amounts do not correspond to the 2019 consolidated financial statements as they reflect the adjustments made due to the change in accounting policy as described in Note 2.

 
In thousands of GEL                     Georgia      OECD         Non-OECD   Total 
 
Assets 
Cash and cash equivalents                701,993      287,079      14,511     1,003,583 
Due from other banks                     21,538       12,067       -          33,605 
Mandatory cash balances with National 
 Bank of Georgia                         1,591,829    -            -          1,591,829 
Loans and advances to customers          11,775,027   408,217      166,155    12,349,399 
Investment securities measured 
 at fair value through OCI               985,293      -            -          985,293 
Bonds carried at amortised cost          1,022,684    -            -          1,022,684 
Investments in leases                    255,596      -            1,064      256,660 
Other financial assets                   132,060      1,431        245        133,736 
 
 
Total financial assets                   16,486,020   708,794      181,975    17,376,789 
 
 
Non-financial assets                    978,724       28          3,725      982,477 
 
 
Total assets                            17,464,744   708,822      185,700    18,359,266 
 
 
Liabilities 
Due to credit institutions               1,813,684    1,744,130    36,087     3,593,901 
Customer accounts                        8,406,484    733,778      909,062    10,049,324 
Debt securities in issue                 1,213,598    -            -          1,213,598 
Other financial liabilities              113,272      329          8          113,609 
Lease liabilities                        59,898       -            -          59,898 
Subordinated debt                        100,993      343,861      146,181    591,035 
 
 
Total financial liabilities             11,707,929   2,822,098    1,091,338  15,621,365 
 
 
Non-financial liabilities               132,688      829          5,294      138,811 
 
 
Total liabilities                       11,840,617   2,822,927    1,096,632  15,760,176 
 
 
Net balance sheet position              5,624,127    (2,114,105)  (910,932)  2,599,090 
 
 
Performance guarantees                  603,910      232,328      622,646    1,458,884 
Credit related commitments              1,485,032    4,476        11,459     1,500,967 
 
 
 
   23      Financial and Other Risk Management (Continued) 

Market risk

The Bank follows the Basel Committee's definition of market risk as the risk of losses in on- and off-balance sheet positions arising from movements in market prices. This risk is principally made up of (a) risks pertaining to interest rate instruments and equities in the trading book and (b) foreign exchange rate risk (or currency risk) and commodities risk throughout the Bank. The Bank's strategy is not to be involved in trading book activity or investments in commodities. Accordingly, the Bank's exposure to market risk is primarily limited to foreign exchange rate risk in the structural book.

Currency risk

Foreign exchange rate risk arises from the potential change in foreign currency exchange rates, which can affect the value of a financial instrument. This risk stems from the open currency positions created due to mismatches in foreign currency assets and liabilities. The NBG requires the Bank to monitor both balance-sheet and total aggregate (including off-balance sheet) open currency positions and to maintain the later one within 20% of the Bank's regulatory capital. As of 30 June 2020, the Bank maintained an aggregate open currency position of 2.1% of regulatory capital (2019: 0.5%). The Asset-Liability Management Committee ("ALCO") has set limits on the level of exposure by currency as well as on aggregate exposure positions which are more conservative than those set by the NBG. The Bank's compliance with such limits is monitored daily by the heads of the Treasury and Financial Risk Management Departments.

On 13 August 2018 the NBG introduced new regulation on changes to OCP ("open currency position") calculation method, according to this regulation, from March 2019 special reserves assigned to FC balance-sheet assets would be deductible gradually for OCP calculation purposes. As a result of COVID-19 pandemic, the NBG implemented countercyclical measure in relation to OCP requirements: postponing the phasing in of special reserved planned to be fully implemented by July 2022.

Currency risk management framework is governed through the Market Risk Management Policy, market risk management procedure and relevant methodologies. The Bank has in place the methodology developed for allocating capital charges for FX risk following Basel guidelines. The table below summarises the Group's exposure to foreign currency exchange rate risk at the balance sheet date. While managing open currency position the Group considers part of the provisions to be denominated in the FC currency. Gross amount of currency swap deposits is included in Derivatives. Therefore total financial assets and liabilities below are not traceable with either balance sheet or liquidity risk management tables, where net amount of gross currency swaps is presented.

 
              As 30 June 2020                                     As 31 December 2019 
              Monetary    Monetary     Deri-vatives  Net balance  Monetary    Monetary     Deri-vatives  Net balance 
In thousands   financial  financial                   sheet        financial  financial                  sheet 
 of GEL        assets     liabilities                 position     assets     liabilities                position 
 
Georgian 
 Lari         7,762,201   6,068,079    34,651        1,728,773    7,502,497   5,706,300    (100,140)     1,696,057 
US Dollars    7,105,190   9,756,431    2,602,284     (48,957)     6,846,799   8,774,033    1,955,050     27,816 
Euros         3,820,961   1,111,146    (2,707,596)   2,219        2,970,008   1,035,944    (1,925,463)   8,601 
Other         86,813      114,635      65,583        37,761       57,485      105,088      56,136        8,533 
 
 
Total         18,775,165  17,050,291   (5,078)       1,719,796    17,376,789  15,621,365   (14,417)      1,741,007 
 
 

US Dollar strengthening by 10% (weakening 10%) would decrease Group's profit or loss and equity in 2020 by GEL 4,896 thousand (increase by GEL 4,896 thousand). Euro strengthening by 10% (weakening 10%) would increase Group's profit or loss and equity in 2019 by GEL 222 thousand (decrease by GEL 222 thousand).

US Dollar strengthening by 10% (weakening 10%) would increase Group's profit or loss and equity in 2019 by GEL 2,782 thousand (decrease by GEL 2,782 thousand). Euro strengthening by 10% (weakening 10%) would increase Group's profit or loss and equity in 2019 by GEL 860 thousand (decrease by GEL 860 thousand).

   23      Financial and Other Risk Management (Continued) 

Interest rate risk

Interest rate risk arises from potential changes in the market interest rates that can adversely affect the fair value or future cash flows of the financial instrument. This risk can arise from maturity mismatches of assets and liabilities, as well as from the re-pricing characteristics of such assets and liabilities.

The Bank's deposits and the part of the loans are at fixed interest rates, while a portion of the Bank's borrowings is at a floating interest rate. The Bank used to enter also into interest rate swap agreements or apply for other interest rate risk hedging instruments in order to mitigate interest rate risk. Furthermore, many of the Bank's loans to customers contain a clause allowing it to adjust the interest rate on the loan in case of adverse interest rate movements, thereby limiting the Bank's exposure to interest rate risk. The management also believes that the Bank's interest rate margins provide a reasonable buffer to mitigate the effect of possible adverse interest rate movements.

The table below summarises the Group's exposure to interest rate risks. It illustrates the aggregated amounts of the Group's financial assets and liabilities at the amounts monitored by the management and categorised by the earlier of contractual interest re-pricing or maturity dates. Cross-Currency swaps are not netted when assessing the Group's exposure to interest rate risks. Therefore, total financial assets and liabilities below are not traceable with either balance sheet or other financial risk management tables. The tables consider both reserves placed with NBG and Interest bearing Nostro accounts. Income/expense on NBG reserves and Nostros are calculated as benchmark minus margin whereby for benchmark Federal funds rate and ECB rates are considered in case of USD and EUR respectively. Therefore, they have impact on the TBC's Net interest income in case of both upward and downward shift of interest rates.

 
In thousands of GEL           Less than 1 month  From 1 to 6 months  From 6 to 12 months  More than 1 year  Total 
 
30 June 2020 
Total financial assets        6,463,980          5,432,862           1,269,698            6,273,348         19,439,888 
Total financial liabilities   5,737,442          3,201,728           1,492,705            7,288,642         17,720,517 
 
 
Net interest sensitivity gap 
 as at 30 June 2020           726,538            2,231,134           (223,007)            (1,015,294)       1,719,371 
 
 
31 December 2019 
Total financial assets        6,650,943          5,034,027           1,022,854            5,354,287         18,062,111 
Total financial liabilities   6,016,285          3,087,372           1,026,326            6,184,815         16,314,798 
 
 
Net interest sensitivity gap 
 as at 31 December 2019        634,658            1,946,655           (3,472)              (830,528)         1,747,313 
 
 

At 30 June 2020, if interest rates had been 100 basis points higher, with all other variables held constant, profit would have been GEL 22,586 thousands higher (30 June 2019 GEL 12,574 thousands higher), mainly as a result of higher interest income on variable interest assets. Other comprehensive income would have been GEL 11,849 thousand higher (30 June 2019: GEL 8,433 thousand), as a result of an increase in the fair value of fixed rate financial assets measured at fair value through other comprehensive income and repurchase receivables.

If interest rates at 30 June 2020 had been 100 basis points lower with all other variables held constant, profit for the year would have been GEL 22,164 thousands lower (30 June 2019 GEL 12,005 thousands lower), mainly as a result of lower interest income on variable interest assets. Other comprehensive income would have been GEL12,300 thousand lower (30 June 2019: GEL 8,044 thousand), as a result of decrease in the fair value of fixed rate financial assets measured at fair value through other comprehensive income.

TBC employs an advanced framework for the management of interest rate risk. The interest rate risk assessment on a standalone basis is performed monthly by the Financial Risk Management Department. From September2020, NBG plans to introduce NBG IRR model.

   23      Financial and Other Risk Management (Continued) 

Interest rate risk (continued)

The Bank calculates the impact of changes in interest rates using both Net Interest Income and Economic Value sensitivity. Net Interest Income sensitivity measures the impact of a change of interest rates along the various maturities on the yield curve on the net interest revenue for the nearest year. Economic Value measures the impact of a change of interest rates along the various maturities on the yield curve on the present value of the Group's assets, liabilities and off-balance sheet instruments. When performing Net Interest Income and Economic Value sensitivity analysis, the Bank uses parallel shifts in interest rates as well as number of different scenarios. To allocate capital charges for IRR, TBC Bank reserves the amount of the adverse effect of possible parallel yield curve shift scenarios on net interest income over a one-year period.

In order to manage Interest Rate risk the Bank establishes appropriate limits. The Bank monitors compliance with the limits and prepares forecasts. ALCO decides on actions that are necessary for effective interest rate risk management and follows up on the implementation. Periodic reporting is done to Management Board and the Board's Risk, Ethics and Compliance Committee.

Liquidity Risk

The liquidity risk is the risk that TBC Bank either does not have sufficient financial resources available to meet all of its obligations and commitments as they fall due, or can access those resources only at a high cost. The risk is managed by the Financial Risk Management and Treasury Departments and is monitored by the ALCO.

The principal objectives of the TBC Bank's liquidity risk management policy are to: (i) ensure the availability of funds in order to meet claims arising from total liabilities and off-balance sheet commitments, both actual and contingent, at an economic price; (ii) recognise any structural mismatch existing within TBC Bank's statement of financial position and set monitoring ratios to manage funding in line with well-balanced growth; and (iii) monitor liquidity and funding on an ongoing basis to ensure that approved business targets are met without compromising the risk profile of the Bank.

The liquidity risk is categorised into two risk types: the funding liquidity risk and the market liquidity risk.

Funding liquidity risk

Funding liquidity risk is the risk that TBC will not be able to efficiently meet both expected and unexpected current and future cash flow and collateral needs without affecting either its daily operations or its financial condition. To manage funding liquidity risk TBC Bank uses the Liquidity Coverage ratio and the Net Stable Funding ratio set forth under Basel III and defined further by the NBG. In addition the Bank performs stress tests, what if and scenarios analysis. In 2017, for liquidity risk management purposes National Bank of Georgia introduced Liquidity Coverage Ratio ("NBG LCR"), where in addition to Basel III guidelines conservative approaches were applied to Mandatory Reserves' weighting and to the deposits' withdrawal rates depending on the clients group's concentration. From 1(st) of September, 2017 the Bank monitors compliance with NBG LCR limits. In 2019, for long-term liquidity risk management purposes NBG introduced Net Stable Funding Ratio (""NBG NSFR") . From September 2019, on a monthly basis the Bank monitors compliance with the set limit for NBG NSFR.

The Liquidity Coverage ratio is used to help manage short-term liquidity risks. The Bank's liquidity risk management framework is designed to comprehensively project cash flows arising from assets, liabilities and off-balance sheet items over certain time bands and ensure that NBG LCR limits are met on a daily basis.

The Net Stable Funding ratio is used for long-term liquidity risk management to promote resilience over a longer time horizon by creating additional incentives for TBC Bank to rely on more stable sources of funding on a continuous basis.

The Bank also monitors deposit concentration for large deposits and set limits for non-Georgian residents deposits share in total deposit portfolio.

The management believes that a strong and diversified funding structure is one of TBC Bank's differentiators. The Bank relies on relatively stable deposits from Georgia as the main source of funding. In order to maintain and further enhance the liability structure TBC Bank sets the targets for deposits and IFI funding within the Bank's risk appetite.

   23         Financial and Other Risk Management (Continued) 

Funding liquidity risk (Continued)

The loan to deposit and IFI funding ratio (defined as total value of net loans divided by total value of deposits and funds received from International financial institutions) stood at 105.3% and 104.8% as at 30 June 2020 and 31 December 2019 respectively.

Maturity analysis

The table below summarizes the maturity analysis of the Group's financial liabilities; based on remaining undiscounted contractual obligations as at 30 June 2020 Subject-to-notice repayments are treated as if notice were to be given immediately. However, the Group expects that many customers will not request repayment on the earliest date the Group could be required to pay and the table does not reflect the expected cash flows indicated by the Group's deposit retention history.

The maturity analysis of financial liabilities as at 30 June 2020 is as follows:

 
                                   Less than   From 3     From 12      Over 5     Total 
                                    3 months    to 12      months       years 
In thousands of GEL                             months     to 5 years 
 
Liabilities 
Due to Credit institutions         1,948,849   910,895    3,763,528    279,948    6,903,220 
Customer accounts - individuals    3,631,395   1,794,740  709,637      28,940     6,164,712 
Customer accounts - other          3,799,558   279,912    469,020      244,147    4,792,637 
Other financial liabilities        121,993     7,569      1,075        -          130,637 
Lease Liabilities                  3,575       10,463     45,622       6,465      66,125 
Subordinated debt                  2,805       71,406     1,255,411    1,963,480  3,293,102 
Debt securities in issue           1,323       3,492      1,416,862     -         1,421,677 
Gross settled forwards             2,677,801   506,177    164,261       -         3,348,239 
Performance guarantees             134,772     524,180    903,141      55,543     1,617,636 
Financial guarantees and 
 letters of credit                 60,099      241,084    77,115       610        378,908 
Other credit related commitments   1,316,541   -          -            -          1,316,541 
 
 
Total potential future payments 
 for financial obligations         13,698,711  4,349,918  8,805,672    2,579,133  29,433,434 
 
 

The maturity analysis of financial liabilities as 31 December 2019 is as follows:

 
                                   Less than   From 3     From 12      Over 5     Total 
                                    3 months    to 12      months       years 
In thousands of GEL                             months     to 5 years 
 
Liabilities 
Due to Credit institutions         1,590,089   616,417    3,724,084    435,233    6,365,823 
Customer accounts - individuals    3,407,952   1,658,316  699,554      27,344     5,793,166 
Customer accounts - other          3,722,452   339,113    250,328      142,043    4,453,936 
Other financial liabilities        90,944      10,131     4,921        -          105,996 
Lease Liabilities                  4,367       12,509     57,058       11,988     85,922 
Subordinated debt                  2,019       55,182     1,255,291    2,330,270  3,642,762 
Debt securities in issue           -           -          1,213,598     -         1,213,598 
Gross settled forwards             1,476,685   552,630    164,099       -         2,193,414 
Performance guarantees             115,997     332,833    909,502      100,552    1,458,884 
Financial guarantees and letters 
 of credit                         84,103      176,822    89,342        590       350,857 
Other credit related commitments   1,150,110   -           -            -         1,150,110 
 
 
Total potential future payments 
 for financial obligations         11,644,718  3,753,953  8,367,777    3,048,020  26,814,468 
 
 

The undiscounted financial liability analysis does not reflect the historical stability of the current accounts.

Their liquidation has historically taken place over a longer period than the one indicated in the tables above. These balances are included in amounts due in less than three months in the tables above.

   23         Financial and Other Risk Management (Continued) 

Maturity analysis (Continued)

Term Deposits included in the customer accounts are classified based on remaining contractual maturities, according to the Georgian Civil Code, however, individuals have the right to withdraw their deposits prior to maturity if they partially or fully forfeit their right to accrued interest and the Group is obliged to repay such deposits upon the depositor's demand. Based on the Bank's deposit retention history, the management does not expect that many customers will require repayment on the earliest possible date; accordingly, the table does not reflect the management's expectations as to actual cash outflows.

The Group does not use the above undiscounted maturity analysis to manage liquidity. Instead, the Group monitors the liquidity gap analysis based on the expected maturities. In particular, the customers' deposits are distributed in the given maturity gaps following their behavioural analysis.

As at 30 June 2020, the analysis by expected maturities may be as follows:

 
In thousands of GEL              Less than 3 months  From 3 to 12 months  From 1 to 5 Years  Over 5 years  Total 
 
Assets 
Cash and cash equivalents        981,803             -                    -                  -             981,803 
Due from other banks             18,502              2,000                10,377             -             30,879 
Mandatory cash balances with 
 National Bank of Georgia        1,794,010           -                    -                  -             1,794,010 
Loans and advances to customers  1,490,878           2,183,624            5,479,768          3,951,718     13,105,988 
Investment securities measured 
 at fair value through other 
 comprehensive income            1,082,520           -                    -                  -             1,082,520 
Bonds carried at amortised cost  185,488             210,779              682,114            257,034       1,335,415 
Net investments in leases        53,618              71,187               142,718            2,649         270,172 
Insurance and Reinsurance 
 Receivables                     7,359               13,667               -                  -             21,026 
Other financial assets           144,808             1,174                7,370              -             153,352 
 
 
Total financial assets           5,758,986           2,482,431            6,322,347          4,211,401     18,775,165 
 
 
Liabilities 
Due to Credit institutions        1,929,671           714,446              1,683,992          75,297        4,403,406 
Customer accounts                 1,321,625           466,582              -                  8,632,123     10,420,330 
Debt securities in issue          139                 -                    1,396,002          -             1,396,141 
Other financial liabilities       121,993             7,569                1,075              -             130,637 
Lease liabilities                 3,199               9,363                47,589             5,786         65,937 
Insurance contract liabilities    1,950               6,162                -                  -             8,112 
Subordinated debt                 350                 13,348               107,006            507,945       628,649 
 
 
Total financial liabilities      3,378,927           1,217,470            3,235,664          9,221,151     17,053,212 
 
 
Credit related commitments and 
performance guarantees 
Performance guarantees           5,967                -                    -                  -             5,967 
Financial guarantees             7,209                -                    -                  -             7,209 
Other credit related 
 commitments                     165,613              -                    -                  -             165,613 
 
Credit related commitments and 
 performance guarantees          178,789              -                    -                  -            178,789 
 
 
Net liquidity gap as at 30 June 
 2020                            2,201,270           1,264,961            3,086,683          (5,009,750)   1,543,164 
 
 
Cumulative gap as at 30 June 
 2020                            2,201,270           3,466,231            6,552,914          1,543,164 
 
 
   23      Financial and Other Risk Management (Continued) 

Maturity analysis (Continued)

As at 31 December 2019, the analysis by expected maturities may be as follows:

 
In thousands of GEL               Less than 3 months  From 3 to 12 months  From 1 to 5 Years  Over 5 years  Total 
 
Assets 
Cash and cash equivalents         1,003,583           -                    -                  -             1,003,583 
Due from other banks              15,193              3,500                14,912             -             33,605 
Mandatory cash balances with 
 National Bank of Georgia         1,591,829           -                    -                  -             1,591,829 
Loans and advances to customers   1,303,711           2,307,064            5,108,650          3,629,974     12,349,399 
Investment securities measures 
 at fair value through OCI        985,293             -                    -                  -             985,293 
Bonds carried at amortised cost   124,006             215,711              555,379            127,588       1,022,684 
Net investments in lease          34,448              70,398               148,542            3,272         256,660 
Insurance and Reinsurance 
 Receivables                       9,072               17,104               -                  -             26,176 
Other financial assets             104,612             2,946                2                  -             107,560 
 
 
Total financial assets            5,171,747           2,616,723            5,827,485          3,760,834     17,376,789 
 
 
Liabilities 
Due to Credit institutions        1,573,720           427,794              1,496,459          95,928        3,593,901 
Customer accounts                 1,082,198           174,905              -                  8,792,221     10,049,324 
Debt securities in issue          -                   -                    1,213,598          -             1,213,598 
Other financial liabilities       90,944              10,131               4,921              -             105,996 
Lease liabilities                 4,394               8,513                38,831             8,160         59,898 
Insurance contract liabilities    1,850               5,763                -                  -             7,613 
Subordinated debt                 331                 -                    113,497            477,207       591,035 
 
 
Total financial liabilities       2,753,437           627,106              2,867,306          9,373,516     15,621,365 
 
 
Credit related commitments and 
performance guarantees 
Performance guarantees            7,466               -                    -                  -             7,466 
Financial guarantees              4,511               -                    -                  -             4,511 
Other credit related commitments  100,212             -                    -                  -             100,212 
 
Credit related commitments and 
 performance guarantees           112,189             -                    -                  -             112,189 
 
 
Net liquidity gap as at 31 
 December 2019                    2,306,121           1,989,617            2,960,179          (5,612,682)   1,643,235 
 
 
Cumulative gap as at 31 December 
 2019                             2,306,121           4,295,738            7,255,917          1,643,235 
 
 

The management believes that the Group has sufficient liquidity to meet its current on- and off-balance sheet obligations.

   24      Contingencies and Commitments 

Legal proceedings

When determining the level of provision to be set up with regards to such claims, or the amount (not subject to provisioning) to be disclosed in the financial statements, the management seeks both internal and external professional advice. The management believes that the provision recorded in these interim financial statements is adequate and the amount (not subject to provisioning) need not be disclosed as it will not have a material adverse effect on the financial condition or the results of future operations of the Group.

Tax legislation

Georgian , Azerbaijani and Uzbekistan tax and customs legislation is subject to varying interpretations, and changes, which can occur frequently. The management's interpretation of the legislation as applied to the Group's transactions and activity may be challenged by the relevant authorities. Fiscal periods remain open to review by the authorities in respect of taxes for five calendar years preceding the review period. To respond to the risks, the Group has engaged external tax specialists to carry out periodic reviews of Group's taxation policies and tax filings. The Group's management believes that its interpretation of the relevant legislation is appropriate and the Group's tax and customs positions will be sustained. Accordingly, as of 30 June 2020 and 31 December 201 9 no material provision for potential tax liabilities has been recorded.

Compliance with covenants.

The Group is subject to certain covenants primarily related to its borrowings. Non-compliance with such covenants may result in negative consequences for the Group including growth in the cost of borrowings and declaration of default. The Group was in compliance with all covenants as of 30 June 2020 and as of 31 December 2019.

Credit related commitments and financial guarantees

The primary purpose of these instruments is to ensure that funds are available to a customer as required. Financial guarantees and standby letters of credit, which represent the irrevocable assurances that the Group will make payments in the event that a customer cannot meet its obligations to third parties, carry the same credit risk as loans. Documentary and commercial letters of credit, that are written undertakings by the Group on behalf of a customer authorising a third party to draw drafts on the Group up to a stipulated amount under specific terms and conditions, are collateralised by the underlying shipments of goods to which they relate or cash deposits and therefore carry less risk than a direct borrowing.

Commitments to extend credit represent unused portions of authorisations to prolong credit in the form of loans, guarantees or letters of credit. With respect to credit risk on commitments to extend credit, the Group is potentially exposed to a loss in an amount equal to the total unused commitments. However, the likely amount of loss is lower than the total unused commitments since most commitments to extend credit are contingent upon customers maintaining specific credit standards. The Group monitors the term to maturity of credit related commitments because longer-term commitments generally have a greater degree of credit risk than shorter-term ones.

Outstanding credit related commitments are as follows:

 
In thousands of GEL                                    30 June 2020  31 December 2019 
 
Financial guarantees issued                            239,659       241,124 
Undrawn credit lines                                   1,316,541      1,150,110 
Letters of credit issued                               139,249        109,733 
 
Total credit related commitments (before provision)    1,695,449     1,500,967 
 
Provision for credit related commitments               (7,209)       (4,511) 
 
 
Total credit related commitments                       1,688,240     1,496,456 
 
 
   24      Contingencies and Commitments (Continued) 

The total outstanding contractual amount of undrawn credit lines, letters of credit, and guarantees does not necessarily represent future cash requirements, as these financial instruments may expire or terminate without being funded. Non-cancellable commitments as at 30 June 2020 included in undrawn credit lines above were GEL 552,313 thousand (31 December 2019: GEL 472,485 thousand).

Performance guarantees. Performance guarantees are contracts that provide compensation in case of another party fails to perform a contractual obligation. Such contracts do not transfer credit risk. The risk under the performance guarantee contracts is the possibility that the insured event occurs (i.e.: the failure to perform the contractual obligation by another party). The key risks the Group faces are significant fluctuations in the frequency and severity of payments incurred on such contracts, relative to expectations.

Outstanding amount of performance guarantees and respective provision as at 30 June 2020 amounted to GEL 1,617,636 thousand and GEL 5,967 thousand (31 December 2019: GEL1,458,884 thousand and GEL 7,466 thousand).

Fair value of credit related commitments and financial guarantees provisions was GEL 7,209 thousand as at 30 June 2020 (31 December 2019: GEL 4,511 thousand). Total credit related commitments and performance guarantees are denominated in currencies as follows:

 
In thousands of GEL    30 June 2020  31 December 2019 
 
Georgian Lari          1,173,559     1,155,422 
US Dollars             1,323,918     1,203,296 
Euro                   757,348       542,303 
Other                  58,260        58,830 
 
 
Total                  3,313,085     2,959,851 
 
 

Capital expenditure commitments . As at 30 June 2020, the Group has contractual capital expenditure commitments amounting to GEL 33,416 thousand (31 December 2019: GEL 33,723 thousand). Out of total amount contractual commitments related to the head office construction amounted GEL 11,544 thousand (31 December 2019: GEL 13,186 thousand).

   25           Fair Value Disclosures 

(a) Recurring fair value measurements

Recurring fair value measurements are those that the accounting standards require or permit in the statement of financial position at the end of each reporting period. The level in the fair value hierarchy into which the recurring fair value measurements are categorised as follows:

 
                               30 June 2020                        31 December 2019* 
                               Level  Level      Level  Total       Level  Level    Level  Total 
In thousands of GEL             1      2          3                  1      2        3 
Assets AT FAIR VALUE 
FINANCIAL Assets 
Investment securities 
 measured at fair value 
 through other comprehensive 
 income 
- Certificates of Deposits 
 of National Bank of Georgia   -      -          -      -          -       40,346   -      40,346 
- Corporate bonds              -       601,738    -      601,738   -       611,000  -      611,000 
- Netherlands Government 
 Bonds                         -       1,707      -      1,707     -       1,596    -      1,596 
- Ministry of Finance 
 Treasury Bills                -      476,168    -      476,168    -       329,352  -      329,352 
Foreign exchange forwards 
 and gross settled currency 
 swaps, included in other 
 financial assets or due 
 from banks                    -      17,848     -      17,848     -       5,849    -      5,849 
Total ASSETS RECURRING 
 FAIR VALUE MEASUREMENTS       -      1,097,461  -      1,097,461          988,143         988,143 
 
 
Liabilities Carried AT 
 FAIR VALUE 
FINANCIAL liabilities 
- Interest rate swaps 
 included in other financial 
 liabilities                   -      -          -      -          -       -        -      - 
- Foreign exchange forwards 
 and gross settled currency 
 swaps, included in other 
 financial liabilities         -      21,459     -      21,459     -       20,266   -      20,266 
 
Total Liabilities RECURRING 
 FAIR VALUE MEASUREMENTS       -      21,459     -      21,459     -       20,266   -      20,266 
 
 
 

* Certain amounts do not correspond to the 2019 consolidated financial statement and 2019 interim financial statement as they reflect the adjustments made due to the change in accounting policy as described in Note 2.

There were no transfers between levels during the six months ended 30 June 2020 (2019: none).

   25   Fair Value Disclosures (Continued) 

(a) Recurring fair value measurements (continued)

The description of the valuation technique and the description of inputs used in the fair value measurement for level 2 measurements:

 
                               Fair value 
                               30 June    31 December              Valuation   Inputs used 
In thousands of GEL             2020       2019                     technique 
 
Assets AT FAIR VALUE 
FINANCIAL Assets 
Certificates of Deposits 
 of NBG, Ministry of Finance                           Discounted 
 Treasury Bills, Government                             cash flows             Government bonds 
 notes, Corporate bonds        1,079,613  982,29 5      ("DCF")                 yield curve 
Foreign exchange forwards 
 and gross settled currency                            Forward pricing         Official exchange 
 swaps, included in due                                 using present           rate, risk-free 
 from banks                    17,848     5,848         value calculations      rate 
 
 
Total ASSETS RECURRING 
 FAIR VALUE MEASUREMENTS       1,097,461  988,143 
 
 
LIABILITIES CARRIED AT 
 FAIR VALUE 
FINANCIAL LIABILITIES 
Other financial liabilities 
- Foreign exchange forwards                            Forward pricing         Official exchange 
 included in other financial                            using present           rate, risk-free 
 liabilities                   21,459     20,266        value calculations      rate 
 
 
Total RECURRING FAIR VALUE 
 MEASUREMENTS at level 2       21,459     20,266 
 
 

There were no changes in the valuation technique for the level 2 and level 3 recurring fair value measurements during the six month period ended 30 June 2020 (2019: none).

   25   Fair Value Disclosures (Continued) 

(b) Assets and liabilities not measured at fair value but for which fair value is disclosed

Fair values analysed by level in the fair value hierarchy and carrying value of assets not measured at fair value are as follows:

 
                30 June 2020                                   31 December 2019* 
In thousands    Level      Level       Level       Carrying    Level      Level       Level                 Carrying 
of               1          2           3           Value       1          2           3                     Value 
GEL 
 
Financial 
Assets 
Cash and cash 
 equivalents    659,556    322,248     -           981,803      650,700   352,883      -                     1,003,583 
Due from other 
 banks          -          30,879      -           30,879       -          33,605      -                     33,605 
Mandatory cash 
 balances 
 with the NBG   -          1,794,010   -           1,794,010   -          1,591,829   -                     1,591,829 
Loans and 
advances 
to customers: 
 
  - Corporate 
  loans         -          -           4,173,977   4,962,011    -          -          4,838,348             4,579,723 
- Consumer 
 loans          -          -           1,927,632   1,735,223    -          -          1,876,364             1,750,050 
- Mortgage 
 loans          -          -           3,491,085   3,325,370    -          -          3,354,901             3,137,492 
- MSME          -          -           3,064,959   3,083,384    -          -          2,891,382             2,882,134 
Bonds carried 
 at 
 amortised 
 cost           -          1,318,863   -           1,335,415   -          990,537     -                     1,022,684 
Net 
 investments 
 in leases      -          -           272,806     270,172      -          -          265,165               256,660 
Other 
 financial 
 assets         -          -           156,531     174,378     -          -           127,888               127,888 
NON-FINANCIAL 
Assets 
Investment 
 properties     -          -           117,186     70,716       -          -          123,325               72,667 
Premises and 
 leasehold 
 improvements   -          -           209,356     159,624     -          -                        262,103   162,637 
 
 
Total ASSETS    659,556    3,466,000   13,413,532  17,922,984  650,700    2,968,854   13,739,476            16,620,952 
 
 
FINANCIAL 
liabilities 
Due to credit 
 institutions   -          4,400,614   -           4,403,406   -          3,600,318   -                     3,593,901 
Customer 
 accounts       -          6,425,637   3,968,863   10,420,330  -          6,480,250   3,580,630             10,049,324 
Debt 
 securities 
 in issue       1,295,606  -           -           1,323,903   1,136,297  -           -                      1,136,297 
Other 
 financial 
 liabilities    -          183,228     -           183,228     -          153,240     -                     153,240 
Subordinated 
 debt           -          632,828     -           628,649     -          594,893     -                      591,035 
 
 
Total 
 Liabilities    1,295,606  11,642,307  3,968,863   16,959,516  1,136,297  10,828,701  3,580,630             15,523,797 
 
 

* Certain amounts do not correspond to the 2019 consolidated financial statement and 2019 interim financial statement as they reflect the adjustments made due to the change in accounting policy as described in Note 2.

The fair values of financial assets and liabilities in the level 2 and level 3 of fair value hierarchy were estimated using the discounted cash flows valuation technique. The fair value of unquoted fixed interest rate instruments was calculated based on estimated future cash flows expected to be received discounted at current interest rates for new instruments with similar credit risk and remaining maturity. The fair value of investment properties was estimated using market comparatives.

Amounts due to credit institutions were discounted at the Group's own incremental borrowing rate. Liabilities due on demand were discounted from the first date that the Group could be required to pay the amount.

There were no changes in the valuation technique for the level 2 and level 3 measurements of assets and liabilities not measured at fair values in the six months ended 30 June 2020 (2019: none).

   26      Related Party Transactions 

Pursuant to IAS 24 "Related Party Disclosures", parties are generally considered to be related if the parties are under common control or one party has the ability to control the other or it can exercise significant influence over the other party in taking financial or operational decisions. In considering each possible related party relationship, attention is directed to the substance of the relationship, not merely the legal form:

-- Parties with more than 10% of ownership stake in the TBCG or with representatives in the Board of Directors are considered as Significant Shareholders.

-- The key management personnel include members of TBCG's Board of Directors, the Management Board of the Bank and their close family members.

Transactions between TBC Bank Group PLC and its subsidiaries also meet the definition of related party transactions. Where these are eliminated on consolidation, they are not disclosed in the Group Financial Statements.

As of 30 June 2020, the outstanding balances with related parties were as follows:

 
                                           Significant    Key management 
In thousands of GEL                         shareholders   personnel 
 
Gross amount of loans and advances 
 to customers (contractual interest 
 rate: 5.3% - 36.0%)                       66             10,264 
Credit loss allowance for loans and 
 advances to customers                     -              15 
Customer accounts (contractual interest 
 rate: 0% - 11.5 %)                        14,054         11,656 
 
 

The income and expense items with related parties except from key management compensation during the period end 30 June 2020 were as follows:

 
                                             Significant    Key management 
In thousands of GEL                           shareholders   personnel 
 
Interest income                              4              164 
Interest expense                              1              2 
Gains less losses from trading in foreign 
 currencies                                    123            424 
Fee and commission income                      18             19 
Administrative and other operating 
 expenses (excluding staff costs)            -              281 
 
 

The aggregate loan amounts advanced to, and repaid, by related parties during the period end 30 June 2020 were as follows:

 
                                             Significant    Key management 
In thousands of GEL                           shareholders   personnel 
 
Amounts advanced to related parties during 
 the period                                   59             1,232 
Amounts repaid by related parties during 
 the period                                   (39)           (1,265) 
 
 

As of 31 December 2019, the outstanding balances with related parties were as follows:

 
                                           Significant    Key management 
In thousands of GEL                         shareholders   personnel 
 
Gross amount of loans and advances 
 to customers (contractual interest 
 rate: 6.6% - 36.0%)                        77             9,723 
Credit loss allowance for loans and 
 advances to customers                      -              1 
Customer accounts (contractual interest 
 rate: 0.0% - 11.5%)                        16,418         12,997 
 
 
   26   Related Party Transactions (Continued) 

The income and expense items with related parties except from key management compensation during the period ended 30 June 2019 were as follows:

 
                                             Significant    Key management 
In thousands of GEL                           shareholders   personnel 
 
Interest income - loans and advances 
 to customers                                35             361 
Interest expense                             53             97 
Gains less losses from trading in foreign 
 currencies                                  53             23 
Foreign exchange translation gains 
 less losses                                 389            (968) 
Fee and commission income                    37             17 
Administrative and other operating 
 expenses (excluding staff costs)            104            208 
 
 

Aggregate amounts of loans advanced to and repaid by related parties during the six months ended 30 June 2019 were as follows:

 
                                             Significant    Key management 
In thousands of GEL                           shareholders   personnel 
 
Amounts advanced to related parties during 
 the period                                  176            5,143 
Amounts repaid by related parties during 
 the period                                  (1,037)        (4,081) 
 
 

The compensation of the TBCG Board of Directors and the Bank's Management Board is presented below:

 
                                          Expense over the     Accrued liability 
                                           six months ended     as of 
In thousands of GEL                       30 June   30 June    30 June  31 December 
                                           2020      2019       2020     2019 
 
Salaries and bonuses                      4,753         6,263  102      - 
Cash settled bonuses related 
 to share-based compensation              -         (1,627)    -        - 
Equity-settled share-based compensation   4,945     9,444      -        - 
 
 
Total                                     9,698     14,080     102      - 
                                                                        - 
 

Included in salaries and bonuses for six months ended 30 June 2020 GEL 1,329 thousand relates to compensation for directors of TBCG paid by TBC Bank Group PLC (six months ended 30 June 2019: GEL 1,782 thousand).

   [1]   A full list of related undertakings and the country of incorporation is set out below. 
 
 
Company Name                                           Country of incorporation 
 
JSC TBC Bank                                           7 Marjanishvili Street, 0102, Tbilisi, Georgia 
United Financial Corporation JSC                       154 Agmashenebeli Avenue, 0112, Tbilisi, Georgia 
TBC Capital LLC                                        11 Chavchavadze Avenue, 0179, Tbilisi, Georgia 
TBC Leasing JSC                                        80 Chavchavadze Avenue, 0162,, Tbilisi, Georgia 
TBC Kredit LLC                                         71-77, 28 May Street, AZ1010, Baku, Azerbaijan 
Banking System Service Company LLC                     7 Marjanishvili Street, 0102, Tbilisi, Georgia 
TBC Pay LLC                                            7 Marjanishvili Street, 0102, Tbilisi, Georgia 
TBC Invest LLC                                         7 Jabonitsky street, , 52520, Tel Aviv, Israel 
Index LLC                                              8 Tetelashvili,0102,, Tbilisi, Georgia 
JSC TBC Insurance                                      24B, Al. Kazbegi Avenue, 0160, Tbilisi, Georgia 
   TBC Invest International Ltd                        7 Marjanishvili Street, 0102, Tbilisi, Georgia 
   University Development Fund                         1 Chavchavadze Avenue, 0128 , Tbilisi, Georgia 
J JSC CreditInfo Georgia                               2 Tarkhnishvili street, 0179, Tbilisi, Georgia 
L LTD Online Tickets                                   3 Irakli Abashidze street, 0179, Tbilisi, Georgia 
   VOO LLC                                          3 Chavchavadze Avenue, 0128, Tbilisi, Georgia 
   Swoop JSC                                           74 Chavchavadze Avenue, 0162, Tbilisi, Georgia 
T TBC Bank JSCB                                        12 Shota Rustaveli St. Tashkent, Uzbekistan 
    Support LLC                                        12 Shota Rustaveli St. Tashkent, Uzbekistan 
Natural Products of Georgia LLC                        1 Chavchavadze Avenue, 0128 , Tbilisi, Georgia 
Mobi Plus JSC                                          45 Vajha Pshavela Street, 0177, Tbilisi, Georgia 
Mineral Oil Distribution Corporation JSC               11 Tskalsadeni Street, 0153, Tbilisi, Georgia 
Georgian Card JSC                                      106 Beliashvili Street, 0159, Tbilisi Georgia 
Georgian Securities Central Depositor                  74 Chavchavadze Avenue, 0162, Tbilisi, Georgia 
JSC Givi Zaldastanishvili American Academy In Georgia  37 Chavchavadze Avenue, 0162, Tbilisi Georgia 
United Clearing Centre                                 5 Sulkhan Saba Street, 0105, Tbilisi, Georgia 
GRDC                                                   2 Vagzali Square, 0112, Tbilisi, Georgia 
Banking and Finance Academy of Georgia                 123, Agmashenebeli Avenue, 0112, Tbilisi, Georgia 
Tbilisi's City JSC                                     15 Rustaveli Avenue, 0108, Tbilisi Georgia 
TBC Trade                                              11A Chavchavadze Ave, 0179, Tbilisi, Georgia 
TBC Support LLC                                        12 Rustaveli Avenue, 0108, Tbilisi Georgia 
Redmed LLC                                             24 Al. Kazbegi Avenue, 0160, Tbilisi, Georgia 
 

([1]) Prior to change in PPE accounting policy from revaluation model to cost method, ROE stood at 20.7% , while ROA remained unchanged in 2Q 2019

   [2]   For the ratio calculation all relevant group recurring costs are allocated to the Bank 

[3] This ratio includes COVID-19 related TBC Kredit credit loss allowances for loans, in the amount of GEL 9.0 million, which given its non-recurring nature was not annualized

[4] Prior to change in PPE accounting policy from revaluation model to cost method, ROE stood at 22.3%, while ROA remained unchanged in 1H 2019

[5] This ratio includes COVID-19 related credit loss allowances for loans, in the amount of GEL 219.9 million, which given its non-recurring nature was not annualized

[6] International Financial Institutions

[7] Market share figures are based on data from the National Bank of Georgia (NBG). The NBG includes interbank loans for calculating market share in loans.

[8] Internet or Mobile Banking penetration equals the number of active clients of Internet or Mobile Banking divided by the total number of active clients. Data includes Space figures

[9] Mobile Banking penetration equals the number of active clients of Mobile Banking divided by the number of total active clients. Data includes Space figures

[10] Other operating non-interest income includes n et insurance premium earned after claims and acquisition costs.

   [11]   For the ratio calculation, all relevant group recurring costs are allocated to the bank. 

[12] See weekly updates in TBC Capital's " Tracking the Recovery " series

[13] For more information, please refer to our press release dated 18 March 2020 at the following link https://otp.tools.investis.com/clients/uk/tbc_bank/rns/regulatory-story.aspx?cid=2168&newsid=1380003

[14] For more information, please refer to our press release dated 21 May 2020 at the following link https://otp.tools.investis.com/clients/uk/tbc_bank/rns/regulatory-story.aspx?cid=2168&newsid=1392389

[15] This ratio includes a GEL 9.0 million COVID- 19 related credit loss allowances in our Azeri subsidiary, TBC Kredit, which given its non-recurring nature has not been annualised

[16] For this ratio calculation purpose, all relevant group recurring costs are allocated to the Bank

[17] Including Space users

[18] FTSE4Good is a global sustainable investment index series, designed to identify companies that demonstrate strong Environmental, Social and Governance (ESG) practices measured against international standards

[19] Sustainalytics is a global leader in ESG and Corporate Governance research and ratings

   [20]   World Bank. 2020. Global Economic Prospects, June 2020 
   [21]   IMF country report , May 2020 

[22] Net insurance premium earned after claims and acquisition costs can be reconciled to the standalone net insurance profit (as shown in Annex 4 on page 41) as follows: net insurance premium earned after claims and acquisition costs less credit loss allowance, administrative expenses and taxes, plus fee and commission income and net interest income.

[23] Net insurance premium earned after claims and acquisition costs can be reconciled to the standalone net insurance profit (as shown in Annex 4 on page 41) as follows: net insurance premium earned after claims and acquisition costs less credit loss allowance, administrative expenses and taxes, plus fee and commission income and net interest income.

[24] TBC Bank Group PLC became the parent company of JSC TBC Bank on 10 August 2016.

[25] Total ecosystems' revenue and net profit also includes net fee and commission income from POS terminals and e-commerce, while net profit also includes related operating costs

[26] Total ecosystems' revenue and net profit also includes net fee and commission income from POS terminals and e-commerce, while net profit also includes related operating costs

[27] Total number of visitors across all systems, some individuals may be visitors of multiple systems. For Payme, the number of registered customers is used

[28] Includes both retail & business payments.

   [29]   Source: NBG 
   [30]   The data from Business Insider Intelligence was used for comparison purposes 

([31]) Market shares are given without border MTPL, which was introduced starting from March 2018 and GWP was divided evenly between 17 insurance companies. Total non-health and retail market share in 2 Q 2020 including MTPL stood at 18.0% and 30.5% respectively

([32]) Net insurance claims plus acquisition costs and administrative expenses divided by net earned premium.

([33]) Net earned premium equals earned premium minus reinsurer's share of earned premium.

   1   See TBC Capital's " Tracking the Recovery " series 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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