Glacier Bancorp, Inc. · NYSE:GBCI

Glacier Bancorp — Merger or Acquisition (April 2019)

12 slides from Glacier Bancorp's merger presentation, Apr 4, 2019

  1. Slide 1: Acquisition of Heritage Bank of Nevada

    AX GLACIER BANCORP, INC. “© Montana, Idaho, Utah, Washington, Wyoming, Colorado & Arizona AN QGuacier Meancntes: INC. Acquisition of eritage ank of Nevada April 3, 2019

  2. Slide 2: Forward-Looking Statements

    Forward-Looking Statements This presentation may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about the Company's plans, objectives, expectations and intenti

  3. Slide 3: Transaction Overview

    Transaction Overview > — Glacier Bancorp, Inc. will acquire Heritage Bancorp (‘‘Heritage”), the bank holding company for Heritage Bank of Nevada (“Heritage Bank”), a community bank based in Reno, Nevada + Largest community bank headquartered in Nevada and the only community bank headquartered in Nor

  4. Slide 4: Strategic Rationale

    Strategic Rationale > Acquisition consistent with Glacier’s long-term strategy of buying good banks in good markets with good people Aciacier BANK + Exceptionally managed bank with leading (imortcaseadesonk 3 Bt Seer Hank profitability, top notch deposit base and pristine asset quality = Excellent c

  5. Slide 5: Heritage Operating Markets

    Ranchos MSAs Heritage Operating Markets ‘Nevada is one of the fastest growing states in the country and expected to continue to outpace national trends Growth has been broad-based with expansion in clean energy, technology and professional services along with tourism and construction Population grow

  6. Slide 6: Reno has Transformed Significantly in the Last Decade

    N > Reno has Transformed Significantly in the Last Decade Ranked one of the Top 10 Best Placesto Live ¥ Named one of the best cities for mid-career professionals Y University of Nevada, Reno’s Schools of Medicine, Engineering & Business are ranked among the world’s best by US News and World Report >

  7. Slide 7: Heritage Bank: High Performer

    Performer > Heritage Bankis one of the highest performing banks in the country > Efficient operator with robust net interest margin and great deposit base Headquarters . Year Established 1998 Total Assets $829,650 Total Loans 595 624 Total Deposits 720.482 Loans / Deposits a7 Cost of deposits 0.28 R

  8. Slide 8: Solid Asset Quality Through the Cycles

    rile Solid Asset Quality Through the Cycles 6.00% ‘Average Since 2005 4.50% | Gaci 1.42% Heritage Bank oe 3.00% 1,50% 0.00% 2005 «2008 «= 07 = 2008S 2009S s2ssaNs2N:Ss-aNS SNS =a Bc] —Herttage Bank NCOs/ Average Loans (%) 3.00% 2.00% GBC! 0.52 % Heritage Bank 4.00% 0.00% (1.00%) 2005 = 2006) 07) 200

  9. Slide 9: Transaction Multiples and Pro Forma Impact

    Transaction Value (*) . Transaction Value / Tangible Book Value . Transaction Value / 2018 Earnings . Transaction Value / Forecasted 2019 Earnings [i Projected 2020 EPS Accretion ©) Projected 2021 EPS Accretion TBV Per Share Dilution At Close ®) TBV Per Share Payback Period Internal Rate of Return N

  10. Slide 10: Transaction Value and Assumptions

    Transaction Valuet?) $29.5 million to optionholders ‘= $240.7 million total transaction value = 93% stock / 7% cash to common shareholders (") Consideration Mix = 4.00 shares of Glacier stock and $12.00 per share in cash for each Heritage share = Heritage options will be converted into GBC! opti = F

  11. Slide 11: Concluding Observations

    Concluding Observations Transaction creates a Nevada headquartered Glacier division well-positioned for continued growth Heritage Bank of Nevada continues Glacier’s tradition of adding high quality community banks that fit the Glacier banking model Rare opportunity for partnership with the premier R

  12. Slide 12: AN U © Montana, Idaho, Utah, Washington, Wyoming, Colorado & Arizona

    AN GLACIER BANCORP, INC. U © Montana, Idaho, Utah, Washington, Wyoming, Colorado & Arizona

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