Blue Ridge Bankshares, Inc. · AMEX:BRBS
Blue Ridge Bankshares — Merger or Acquisition (May 2019)
12 slides from Blue Ridge Bankshares's merger presentation, May 14, 2019
Slide 1: Creating Central Virginia's Preeminent Community Bank
Creating Central Virginia’s Preeminent Community Bank Investor Presentation May 14, 2019 Filed by Blue Ridge Bankshares, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Companies: Virginia Community
Slide 2: Disclosure
Disclosure Additional Information About the Merger and Where to Find It In connection with the proposed merger, Blue Ridge Bankshares, Inc. (“BRBS”) intends to file with the Securities and Exchange Commission (the “SEC”) a registration statement on Form S-4, which will include a joint proxy statemen
Slide 3: Our Pro Forma Company: Pro Forma Highlights
Market Cap(2): $110 Million Our Pro Forma Company 1, 94, 92 25, 27, 120 2, 152, 52 1, 2, 94 Pro Forma Highlights(1) New HQ BRBS (9) VCBS (7) Creates the 5th largest community bank headquartered in central Virginia & Shenandoah Valley(3) Pathway to $1 billion in total assets Potential listing on a na
Slide 4: Transaction Highlights
Transaction Highlights Strategic Rationale Low Risk Profile Attractive Financial Returns Combination leads to scale of nearly $1 billion asset institution with potential listing on a national exchange that could lead to enhanced liquidity and valuation expansion Provides a low cost funding base to s
Slide 5: Building Virginia's Premier Community Bank
Building Virginia’s Premier Community Bank Virginia Community Bank Ranking(1) Central Virginia & Shenandoah Valley Community Bank Ranking(1)(2) (1) Community banks include banks with less than $10 billion in total assets // (2) Central Virginia defined as the area from Fredericksburg to Culpeper in
Slide 6: Summary of Transaction Terms
Summary of Transaction Terms Acquiror: Blue Ridge Bankshares, Inc. (OTC Pink: BRBS) Target: Virginia Community Bankshares, Inc. (OTC Pink: VCBS) Consideration Mix: 60% Stock, 40% Cash Per Share Consideration: 3.05 shares of BRBS stock or $58.00 in cash Indicative Price Per Share: (1) $59.23 Transact
Slide 7: Financial Impact
Financial Impact (1) Core bank excludes income related to mortgage related activities // (2) Based on crossover method // (3) Defined as total deposits excluding all certificates of deposits Cost Savings: 41% cost savings fully phased-in (100% in 2020 and thereafter) Merger Related Expenses: $3.2 mi
Slide 8: Concluding Thoughts
Provides a low cost funding base with a complementary enhancement of multiple noninterest income lines of business Concluding Thoughts Creates the 5th largest community bank headquartered in central Virginia and Shenandoah Valley that benefits from the scale of a nearly $1 billion institution(1) (1)
Slide 9: Appendix
RIDGE BLUE 5 ~ BANK Appendix
Slide 10: VCBS Overview
VCBS Overview Financial Highlights Locations Map 7 full-service branches $222.8 million $252.3 million Louisa, Virginia 61 $168.1 million Chartered in 1976 History Footprint Deposits Assets Headquarters Employees Gross Loans Note: All financial information shown for bank level Source: S&P Global Mar
Slide 11: Pro Forma Loan Profile
Standalone BRBS MRQ BRBS Yield on Loans: 5.40% Pro Forma Loan Profile MRQ VCBS Yield on Loans: 5.42% Standalone VCBS Pro Forma Note: Excludes purchase accounting adjustments Source: S&P Global Market Intelligence MRQ CRE Ratio: 243.4% MRQ CRE Ratio: 225.7%
Slide 12: Pro Forma Deposit Profile
Pro Forma Deposit Profile Standalone BRBS Standalone VCBS Pro Forma Note: Excludes purchase accounting adjustments Source: S&P Global Market Intelligence MRQ BRBS Cost of Deposits: 1.11% MRQ VCBS Cost of Deposits: 0.38% Pro Forma Cost of Deposits: 0.86%
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