Baycom Corp · NASDAQ:BCML

Baycom — Merger or Acquisition (November 2019)

9 slides from Baycom's merger presentation, Nov 4, 2019

  1. Slide 1: Continued Expansion into Colorado

    Continued Expansion into Colorado Grand Mountain Bancshares, Inc. Holding Company for November 4, 2019

  2. Slide 2: Forward Looking Statements

    Forward Looking Statements When used in this presentation and in other documents filed with or furnished to the Securities and Exchange Commission (the “SEC”), in press releases or other public shareholder communications, or in oral statements made with the approval of an authorized executive office

  3. Slide 3: Transaction Rationale

    Transaction Rationale  Attractive addition to Colorado market following the completion of TIG Bancorp acquisition  Grand Mountain Bank is the market leading community bank in Grand County, CO Strategically with 26.4% deposit market share Compelling  Desirable, low cost, core deposit base - $117M

  4. Slide 4: Corporate Overview – Grand Mountain Bancshares, Inc.

    Corporate Overview – Grand Mountain Bancshares, Inc. Overview Financial Highlights1 Grand Mountain Bancshares, Inc. is the holding company for Grand Mountain Bank, FSB – a community bank committed to providing  Balance Sheet: quality, personal service to individuals and businesses in its  Assets:

  5. Slide 5: Transaction Terms

    Transaction Terms Purchase Price  $3.40 per share Aggregate Deal Value1  $13.9 million Consideration Mix  100% Cash P/TBV  126.2%  Price/LTM EPS: 23.3x P/E  Price/2019 Est. EPS : 23.8x Termination Fee  $500 thousand Required Approvals  Customary regulatory approvals and GMB shareholder appro

  6. Slide 6: Key Transaction Assumptions

    Key Transaction Assumptions Estimated Cost Savings  35% Purchase Accounting  $1.2 million loan mark, approximately 1.4% Marks Core Deposit Intangible  $1.5 million, 1.50% on non-maturity deposits Revenue Synergies:  None modeled Capital Contingency:  None 6

  7. Slide 7: Pro Forma Loan Portfolio

    Pro Forma Loan Portfolio United Business Bank¹ Grand Mountain Bank, FSB Pro Forma C&D Consr & Other Consr & Other Consr & Other 3.5% 3.6% 5.0% 3.7% C&D C&D 1-4 Fam C&I 3.9% C&I HELOC 10.1% 10.6% 5.7% C&I 11.7% 1.6% 1-4 Fam 11.3% 13.0% HELOC Other CRE 1.7% 8.5% Multifam Multifam 9.2% 8.6% OwnOcc CRE

  8. Slide 8: Pro Forma Deposit Composition

    Pro Forma Deposit Composition United Business Bank¹ Grand Mountain Bank, FSB Pro Forma Time Time Deposits Deposits < < $100k Time Deposits $100k 3.4% < $100k 3.5% 4.6% Time Deposits MMDA & Sav > $100k Time Deposits 30.8% 3.4% Time Deposits > $100k > $100k 17.0% MMDA & Sav MMDA & Sav 16.1% 30.7% 30.7

  9. Slide 9: Grand Mountain Bank, FSB Financial Overview

    Grand Mountain Bank, FSB Financial Overview For the Twelve Months Ended Quarters Ended In $000s except for per share data 12/31/16 12/31/17 12/31/18 12/31/18 3/31/19 6/30/19 9/30/19 Balance Sheet Total Assets $100,948 $109,083 $113,938 $113,938 $117,878 $122,258 $130,591 Total Loans $61,338 $66,120

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