mBank Additional Tier 1

Overview
Project Summary Document
Environmental and Social Documentation
Procurement
Complaints

Overview

EBRD invested PLN 226.5 million (EUR 52 million) in CRR-compliant Additional Tier 1 ("AT1") capital issued by mBank in bond format as part of a local issuance totalling PLN 1.5 billion (EUR 346 million), which will be listed on the Warsaw Stock Exchange. This was the first AT1 bond issued in Poland and placed on the capital market. The bonds are perpetual, with a call option after 5 years.

Project ID 55657

Status Signed

Location

Poland

Business Sector

Financial Institutions

Notice Type

Private

Project timeline

Exploratory
Passed Concept Review
Passed Structure Review
Passed Final Review
Board Approved
Signed
Implementing
Completed

Company Contact Information

Joanna Filipkowska
joanna.filipkowska@mbank.pl
+48510029766
www.mbank.pl
mBank S.A. ul. Prosta 18 00-850 Warszawa Polska

Project ID 55657

Status Signed

Location

Poland

Business Sector

Financial Institutions

Notice Type

Private

Environmental Category

Approval Date

25 Sep 2024

Disclosure date

03 Dec 2024

As permitted by paragraph 2.6 of Section III of the Access to Information Policy, disclosure of this PSD was deferred in accordance with paragraph 1.4.4 of the Directive on Access to Information.

mBank Additional Tier 1 (Polish) (PDF, 0.45MB)

Project description

Project objectives

The project facilitates the introduction of a novel instrument to the Polish market through inaugural AT1 capital raising. EBRD's participation aims to bridge the market gap due to limited local investor base and heightened uncertainty of demand for the novel instrument, thereby supporting capital market development.

The project enhances mBank's financial resilience to absorb shocks and strengthens its ability to provide a continuous flow of credit to the real economy by improving the quality of its capital base, supporting capital optimisation.

Transition impact

ETI Score:69

expected transition impact stems from the resilient and well-governed transition qualities.

The Project will support the resilient quality by contributing to the resilience of the financial sector in Poland by supporting a systemic bank in strengthening its capital structure, while facilitating introduction of a new instrument to the Polish market.

The well-governed transition quality is underpinned by strengthening of mBank's climate practices through the development and implementation of a comprehensive Transition Plan.

Client information

MBANK

mBank is a universal bank operating in Poland, with a presence also in Czechia and Slovakia. As of 31 December 2023, it was the 5th largest commercial bank in Poland by total assets (EUR 52 billion), holding a market share of 7.5%. mBank is rated BBB (positive) by S&P and BBB- (stable) by Fitch, and it has been listed on the Warsaw Stock Exchange since 1992. Commerzbank is a strategic shareholder of mBank since 1994 and currently owns 69.07% of mBank's shares.

EBRD Finance Summary

PLN 226,500,000

Total project cost

PLN 1,500,000,000

Additionality

EBRD financing supported the successful completion of an inaugural AT1 capital issuance in a relatively shallow capital market environment.

The project demonstrates strong additionality by offering a tenor which is above the market average. AT1 is a perpetual instrument and mBank was the first Polish bank to issue such an instrument in the capital markets.

Environmental & Social Summary

Categorised FI (ESP 2019). ESDD has been carried out through review of E&S reporting of mBank to the Bank and publicly available information and concluded that the Client is in compliance with EBRD's Performance Requirements (PR) 2, 4 and 9. mBank will continue to comply with the designated PRs and implement applicable EBRD's Environmental and Social Risk Management Procedures across their operation. The partner Bank will continue to apply the EBRD E&S exclusion and to refer to EBRD on any Sub-project under the FI referral list and Category A projects list under the ESP 2019; PRs 1 to 8 and 10 will apply to category A sub-projects. Sub-projects financed by mBank will need to comply with national environmental, health, safety and labour (EHSL) requirements. mBank will continue to provide annual E&S reporting to the Bank on compliance with the applicable Performance Requirements and any other E&S matters arising during the year.

Technical Cooperation and Grant Financing

None

Company Contact Information

Joanna Filipkowska
joanna.filipkowska@mbank.pl
+48510029766
www.mbank.pl
mBank S.A. ul. Prosta 18 00-850 Warszawa Polska

PSD last updated

04 Dec 2024

Understanding transition

Further information regarding the EBRD’s approach to measuring transition impact is available here.

Business opportunities

For business opportunities or procurement, contact the client company.

For business opportunities with the EBRD (not related to procurement) contact:

Tel: +44 20 7338 7168
Email: projectenquiries@ebrd.com

For state-sector projects, visit EBRD Procurement:

Tel: +44 20 7338 6794
Email: procurement@ebrd.com

General enquiries

Specific enquiries can be made using the EBRD Enquiries form.

Environmental and Social Policy (ESP)

The ESP and its associated Environmental and Social Requirements (ESRs) set out the ways in which the EBRD implements its commitment to promoting “environmentally sound and sustainable development”. The ESP and the ESRs include specific provisions for clients to comply with the applicable requirements of national laws on public information and consultation, and to establish a grievance mechanism to receive and facilitate resolution of stakeholders’ concerns and grievances, in particular, about the environmental and social (E&S) performance of the client and the project. Proportionate to the nature and scale of a project’s environmental and social risks and impacts, the EBRD also requires its clients to disclose information, as appropriate, about the risks and impacts of projects or to undertake meaningful consultation with stakeholders and consider and respond to their feedback.

More information on the EBRD’s practices in this regard is set out in the ESP.

Integrity and compliance

The EBRD's Office of the Chief Compliance Officer (OCCO) promotes good governance and ensures that the highest standards of integrity are applied to all of the Bank's activities in accordance with international best practice. Integrity due diligence is conducted on all Bank clients to ensure that projects do not present unacceptable integrity or reputational risks to the Bank. The EBRD believes that identifying and resolving issues in the project assessment and approval stages is the most effective means of ensuring the integrity of Bank transactions. OCCO plays a key role in these protective efforts andhelps to monitor integrity risks in projects post-investment.

OCCO is further responsible for investigating allegations of fraud, corruption and misconduct in EBRD-financed projects. Anyone, either within or outside the Bank, who suspects fraud or corruption should submit a written report to the Chief Compliance Officer by email to compliance@ebrd.com. OCCO will follow-up all matters reported. It will review all matters reported. Reports can be made in any language of the Bank or of the Bank's countries of operation. The information provided must be made in good faith.

Access to Information Policy (AIP)

The AIP, which entered into force on 1 January 2025, sets out how the EBRD discloses information and consults with its stakeholders to promote better awareness and understanding of its strategies, policies and operations. Please visit the Access to Information Policy page to find out what information is available from the EBRD website.

Specific requests for information can be made using the EBRD enquiries form.

Independent Project Accountability Mechanism (IPAM)

If efforts to address environmental, social or public disclosure concerns with the Client or the Bank are unsuccessful (for example, through the client’s project-level grievance mechanism or through direct engagement with Bank management), individuals and organisations may seek to address their concerns through the EBRD’s Independent Project Accountability Mechanism (IPAM).

IPAM independently reviews project issues that are believed to have caused (or to be likely to cause) harm. The purpose of the mechanism is: to support dialogue between project stakeholders to resolve environmental, social and public disclosure issues; to determine whether the Bank has complied with its Environmental and Social Policy or the project-specific provisions of its Access to Information Policy; and where applicable, to address any existing non-compliance with these policies, while preventing future non-compliance by the Bank.

Please visit the Independent Project Accountability Mechanism webpage to find out more about IPAM and its mandate and how to submit a Request for review. Alternatively, contact IPAM by email at ipam@ebrd.com for guidance and more information on IPAM and how to submit a request.

Environmental and Social Documentation is not available for this project.

Selected procurement notices related to this project may be shown below. Further procurement opportunities related to this and other projects, if available, maybe be viewed in the EBRD Procurement Portal.

The EBRD's Environmental and Social Policy (ESP), Access to Information policy (AIP) and Project Accountability Policy (PAP) enable sound and sustainable development in its projects. The Independent Project Accountability Mechanism (IPAM) deals with complaints about environmental, social and disclosure matters related to the Bank’s investments.

No complaints about this project have been made so far.

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mBank Additional Tier 1

Overview

Project timeline

Company Contact Information

Project description

Project objectives

Transition impact

Client information

EBRD Finance Summary

Total project cost

Additionality

Environmental & Social Summary

Technical Cooperation and Grant Financing

Company Contact Information

PSD last updated

Understanding transition

Business opportunities

General enquiries

Environmental and Social Policy (ESP)

Integrity and compliance

Access to Information Policy (AIP)

Independent Project Accountability Mechanism (IPAM)