Cvb Financial Corporation · NASDAQ:CVBF
Cvb Financial — Merger or Acquisition (February 2018)
25 slides from Cvb Financial's merger presentation, Feb 27, 2018
Slide 1: Merger with Community Bank
Merger with Community Bank February 26, 2018 Exhibit 99.9
Slide 2: Forward Looking Statements
Forward Looking Statements Certain matters set forth herein (including the exhibits hereto) constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including forward-looking statements relating to our current business plans and expectations a
Slide 3: Additional Information
Additional Information In connection with the proposed merger, CVBF will file with the SEC a Registration Statement on Form S-4 that will include a Joint Proxy Statement of CVBF and Community and a Prospectus of CVBF, as well as other relevant documents concerning the proposed transaction. The final
Slide 4: Two organizations that have stood the test of time
Two organizations that have stood the test of time Similar Cultures – Competitors become partners All-Star Team of Employees – Deeper Bench Expanded Product Offering Enhanced Asset Mix Enhanced Funding Mix Geographic Overlap – Anticipated Cost Synergies Combination of Historic Community Banks
Slide 5: Transaction Rationale
Transaction Rationale Complementary business banking models with similar core values and corporate cultures Long history for each institution through multiple economic cycles Combined company of approximately $12 billion in total assets pro forma Efficiency and scale is expected to result in better
Slide 6: CVB Financial Corp. Overview
CVB Financial Corp. Overview Financial data as of or for the twelve months ended December 31, 2017. Excludes $13.2 million expense related to the revaluation of the deferred tax asset. Excludes unused loan commitments. Company Overview Loan and Deposit Composition(1) Financial Highlights(1) Founded
Slide 7: Community Bank Overview
Community Bank Overview Financial data as of or for the twelve months ended December 31, 2017. Excludes $6.8 million expense related to the revaluation of the deferred tax asset. Excludes unused loan commitments. Company Overview Loan and Deposit Composition(1) Financial Highlights(1) Founded in 194
Slide 8: Our Growth Strategy
Acquisitions Our Growth Strategy San Diego (2014, 2018) Los Angeles (2015) Oxnard (2015) Santa Barbara (2015) Stockton LPO (2017) Acquisition Strategy: American Security Bank County Commerce Bank Valley Business Bank Community Bank Announcement Date February 2014 October 2015 September 2016 February
Slide 9: Largest Bank Holding Companies in CA
Largest Bank Holding Companies in CA Source: SNL Financial. Bank only, no holding company. Excludes purchase accounting and other merger-related adjustments. Estimated pro forma for the pending acquisition of Grandpoint Capital, Inc. (announced on 2/12/2018). Rank Institution Total Assets (MRQ) 1 We
Slide 10: New Locations
New Locations Santa Clarita 28470 Ave. Stanford #110 Santa Clarita, CA 91355 Commerce 4900 S. Eastern Ave. # 200 Commerce, CA 90040 Santa Fe Springs 12215 Telegraph Rd. #107 Santa Fe Springs, CA 90670 Huntington Beach 7755 Center Ave. #1250 Huntington Beach, CA 92647 Century City 1900 Avenue of the
Slide 11: Branch Overlap
Branch Overlap Community Bank Location Closest CBB Location Miles Anaheim 2300 East Katella Ave., #125 Anaheim, CA 92806 Katella 1201 E. Katella Ave. Orange, CA 92867 2.5 Glendale 500 N. Brand Blvd. #100 Glendale, CA 91203 Glendale 1000 N. Brand Blvd. Glendale, CA 91202 0.5 Pasadena Main 505 E. Colo
Slide 12: Pro Forma CVBF Franchise
Pro Forma CVBF Franchise CVBF Locations (51) CVBF New Locations (7)
Slide 13: Transaction Summary
Transaction Summary Based on the fixed exchange ratio, fixed cash amount and CVBF’s closing stock price of $23.37 on 2/23/2018. Consideration 9.4595 fixed exchange ratio and $56.00 per share in cash Approximately 30.0 million CVBF shares issued to CYHT and $177.5 million in cash Approximately 80% st
Slide 14: Key Transaction Terms & Assumptions
Key Transaction Terms & Assumptions(1) Estimated financial impact is presented solely for illustrative purposes based on consensus analyst estimates for CVBF and preliminary estimates for CYHT. Includes estimated purchase accounting and other merger-related adjustments. Cost Savings Transaction Expe
Slide 15: Multiples and Financial Impact
Multiples and Financial Impact(1) Estimated financial impact is presented solely for illustrative purposes based on consensus analyst estimates for CVBF and preliminary estimates for CYHT. Includes estimated purchase accounting and other merger-related adjustments. Utilizing the fixed exchange ratio
Slide 16: Pro Forma Profitability and Capital
Pro Forma Profitability and Capital(1) Estimated financial impact is presented solely for illustrative purposes based on consensus analyst estimates for CVBF and preliminary estimates for CYHT. Includes estimated purchase accounting and other merger-related adjustments. Excludes one-time expenses ($
Slide 17: Business Integration Opportunity
Business Integration Opportunity Corporate Culture Track record of organic growth Long-term customer loyalty Strong C&I lending cultures Long history of servicing our communities Balance Sheet & Capital Benefits of Scale Anticipated Synergies – combining CYHT’s loan strengths with CVBF’s deposit str
Slide 18: Crossing $10 Billion Threshold
Crossing $10 Billion Threshold Durbin Amendment – Interchange fees SWAPS – Central Swap Clearing Consumer Financial Protection Bureau Stress Testing (DFAST) Regulatory Requirements Supervision Enhanced Supervisory Standards – ERM Model risk management Guidance on Internal Audit 3rd Party Risk Manage
Slide 19: Loans by Geography
Loans by Geography Excludes purchase accounting and other merger-related adjustments. Citizens Community Pro Forma(1) % of Total Los Angeles County $1,650,273 $1,732,103 $3,382,376 44.8% Central Valley $1,054,106 $23,759 $1,077,865 14.3% Inland Empire $745,323 $383,973 $1,129,296 15.0% Orange County
Slide 20: Deposits & Repos by Geography
Deposits & Repos by Geography Excludes purchase accounting and other merger-related adjustments. Includes approximately $600 million of customer repurchase agreements. Citizens Community Pro Forma(1) % of Total Los Angeles County $2,330,557 $1,236,681 $3,567,238 35.8% Inland Empire $2,161,908 $403,8
Slide 21: Asset Composition (12/31/2017)
Asset Composition (12/31/2017) Note: Financial data as of or for the three months ended December 31, 2017. Excludes purchase accounting and other merger-related adjustments. CVB Financial Corp. Pro Forma(1) Community Bank Total Assets: $8.3 billion Total Assets: $3.7 billion Total Assets: $12.0 bill
Slide 22: Loan Composition (12/31/2017)
Loan Composition (12/31/2017) Note: Financial data as of or for the three months ended December 31, 2017. Excludes purchase accounting and other merger-related adjustments. CVB Financial Corp. Pro Forma(1) Community Bank Gross Loans: $4.8 billion Yield on Loans: 4.66% Gross Loans: $2.7 billion Yield
Slide 23: Deposit Composition (12/31/2017)
Deposit Composition (12/31/2017) Note: Financial data as of or for the three months ended December 31, 2017. Excludes purchase accounting and other merger-related adjustments. CVB Financial Corp. Pro Forma(1) Community Bank Total Deposits: $6.5 billion Cost of Deposits: 0.09% Total Deposits: $2.9 bi
Slide 24: 2018 'Critical Few'
2018 ‘Critical Few’ Grow loans through Relationship Banking Strategy Grow core deposits Execute on Community Bank integration Prepare for $10 billion and beyond Fraud prevention
Slide 25: Copy of presentation at www.cbbank.com
Copy of presentation at www.cbbank.com
CVB Financial — Merger or Acquisition (February 2018) on 6ix