Trico Bancshares · NASDAQ:TCBK
Trico Bancshares — Merger or Acquisition (July 2021)
13 slides from Trico Bancshares's merger presentation, Jul 27, 2021
Slide 1: TriCo Bancshares to Expand With Merger of Valley Republic Bancorp
Bakersfield, CA TriCo Bancshares to Expand With Merger of Valley Republic Bancorp Investor Presentation July 27, 2021
Slide 2: Safe Harbor Statement
Safe Harbor Statement Forward Looking Statements This investor presentation may contain forward-looking statements regarding TriCo Bancshares (“TCBK” or “TriCo”), including its wholly owned subsidiary Tri Counties Bank, Valley Republic Bancorp (“VLLX”), including its wholly owned subsidiary Valley R
Slide 3: Strategic Rationale
Strategic Rationale Strategic expansion of TriCo’s existing Central Valley franchise: – Positions TriCo as the leading community bank across Northern California and the San Joaquin Valley Strategic Expansion – Pro forma company ranks 4th in the Bakersfield MSA by total deposit market share and 1st
Slide 4: Valley Republic Bancorp (VLLX) Overview
Valley Republic Bancorp (VLLX) Overview Branch Locations Company Overview Valley Republic Bancorp (VLLX) is the bank holding company for Valley Republic Bank, which provides banking services to individuals, small businesses, and middle-market companies VLLX operates out of 4 full service branche
Slide 5: Pro Forma Company Overview
Pro Forma Company Overview Creating California’s Premier Community Bank Pro Forma Financial Highlights 1 Expansive Northern and Central California Footprint $9.6 bn $5.8 bn $8.2 bn Total Assets Gross Loans Total Deposits 8.8% 12.5% 15.3% TCE / TA CET1 Ratio TRBC Ratio Top 5 MSAs by Pro Forma Deposit
Slide 6: Market-Leading Growth Profile
Market-Leading Growth Profile Valley Republic Loan Growth since 2015 Valley Republic Deposit Growth since 2015 $1,212 Loan (excl. PPP) CAGR: 16% $904 Deposit CAGR: 20% $849 $1,084 $171 $177 $625 $829 $733 $522 $672 $704 $625 $603 $448 $390 $522 $519 $321 $435 $448 $390 $321 2015 2016 2017 2018 2019
Slide 7: San Joaquin Valley Market Highlights
San Joaquin Valley Market Highlights This transaction provides TCBK with a leading presence across the San Joaquin Valley markets1 The combined company ranks 7th by deposit market share in the San Joaquin Valley as of June 30, 2020 Select Market Highlights Bakersfield, CA Fresno, CA $1.5B in pro
Slide 8: Transaction Summary
Transaction Summary Fixed Exchange Ratio 0.95 TCBK shares issued for each VLLX common share outstanding 100% stock for common shares outstanding and restricted stock units Consideration Mix In-the-money VLLX options will receive cash consideration Pro Forma Ownership 88% TCBK | 12% VLLX Lead
Slide 9: Transaction Assumptions
Transaction Assumptions Earnings TCBK’s earnings estimates per street consensus Estimates VLLX’s earnings estimates per internal projections Estimated $3.5 million of pre-tax run-rate savings, or 17.0% of VLLX’s 2022e noninterest expense (excluding amortization Cost Savings / of intangibles) O
Slide 10: Financial Impact & Pricing
Financial Impact & Pricing $165.6M $38.15 Aggregate Merger Consideration1 Purchase Price Per Share Valuation Metrics Financial Impact 2 1.57x Price / Tangible Book Value per Share 5.5% 2022e Earnings per Share Accretion 10.9x Price / LTM Earnings per Share 5.9% 2023e Earnings per Share Accretion 11.
Slide 11: Appendix
Appendix Investor Presentation | Page 11
Slide 12: Pro Forma Loan & Deposit Composition
Pro Forma Loan & Deposit Composition TCBK VLLX Pro Forma1 Loan Portfolio Composition: Commercial PPP Construction & Construction & Commercial PPP & Industrial Loans Land Dev. Land Dev. & Industrial Loans Construction & (excl. PPP) 5% 8% (excl. PPP) 7% Land Dev. 4% 4% Agriculture 6% 5% Agriculture PP
Slide 13: Disciplined Acquirer with Proven Ability to Execute and Integrate
Disciplined Acquirer with Proven Ability to Execute and Integrate Total Assets ($M) Pro Forma CAGR Since 2010: 15.0% Valley Republic Bancorp $1,366M FNB Bancorp $9,537 Citizens Bank of $1,307M Northern California* 3 Bank of $8,170 $270M America North Valley Branches $7,640 Bancorp $164M $931M $6,471