First Financial Bancorp. · NASDAQ:FFBC
First Financial Bancorp — Merger or Acquisition (September 2009)
17 slides from First Financial Bancorp's merger presentation, Sep 21, 2009
Slide 1: FDIC Assisted Acquisition of Irwin Union Bank & Trust and Irwin Union Bank, F.S.B.
Exhibit 99.2 First Financial Bancorp FDIC Assisted Acquisition of Irwin Union Bank & Trust and Irwin Union Bank, F.S.B. September 21, 2009 1
Slide 2: Forward-Looking Statement Disclosure
Forward-Looking Statement Disclosure This presentation should be read in conjunction with the consolidated financial statements, notes and tables in First Financial Bancorp’s most recent Annual Report on Form 10-K for the year ended December 31, 2008. Management’s analysis contains forward-looking s
Slide 3: Non-GAAP Information
Non-GAAP Information This presentation contains financial information determined by methods other than in accordance with accounting principles generally accepted in the United States of America (“GAAP”). First Financial’s management uses these “non- GAAP” measures in their analysis of the Corporati
Slide 4: Basis of Presentation
Basis of Presentation Analysis and discussion based on preliminary estimates from the FDIC unless otherwise noted and may materially change Fair value calculations may materially change the actual values and results Fair value work will be disclosed in 3Q financial results Presentation is intended t
Slide 5: Transaction Overview
Transaction Overview First Financial has purchased and assumed select assets and liabilities from the FDIC as receiver of Irwin Union Bank & Trust and Irwin Union Bank, F.S.B. (collectively “Irwin”) Transaction excludes non-performing loans, ORE, acquisition, development & construction loans (“ADC”)
Slide 6: Transaction Rationale
Transaction Rationale Accelerates growth strategy Adding Irwin’s 12 Indiana branches; the pro forma franchise will rank 5th by deposit market share in Indiana according to FDIC deposit data Branches in Michigan (4), Nevada (3), Arizona (2), California (2), Kentucky (1), Missouri (1), New Mexico (1)
Slide 7: Loss Share Covered Assets
Loss Share Covered Assets Estimated $2.5 billion of covered assets Loss Share Excludes non-performing loans, ORE, acquisition, development & Covered Assets construction loans (“ADC”) and residential & commercial land loans FDIC stated threshold of $636 million, no first loss position FDIC assumes 80
Slide 8: Value Creation for Shareholders
Value Creation for Shareholders Summary of Estimated Key Deal Terms Estimated Maximum Credit Loss Exposure ($ in millions) ($ in millions) Covered Assets $2,500 FDIC Stated Loss Threshold $636 FFBC Share @ 20% 127 Asset Discount $652 FDIC Share @ 80% 509 Deposit Premium 1 $14 Max. Additional Losses
Slide 9: Value Creation for Shareholders
Value Creation for Shareholders 1 Estimated Value Creation Estimated Impact of Fair Value ($ in millions) ($ in millions) Asset Discount $652 Fair Value Adjustment to Loans Value % of Loans $ Adj. Created Fair Value Adjustment (636) 2 25.5% 636 341 FDIC Indemnification Asset 509 Pre-tax Value Create
Slide 10: Capital Ratios
Capital Ratios Pro forma capital ratios inclusive of the Peoples and Irwin transactions will be significantly above regulatory “well capitalized” thresholds. Capital Ratios Regulatory Expected Ratios As of Q2 ‘09 “Well-Capitalized” As of Q3 ‘09 TCE / TA 9.1% N/A Greater than 7.0% Tier 1 11.6% 4.0% G
Slide 11: Market Expansion
Market Expansion Pro Forma Branch Footprint Pro Forma Deposit Market Share 1 IN 49 First Financial Bank banking centers prior to People and Irwin Pro forma First Financial will be in 24 counties in Indiana banking center purchases Deposits of $983 million in counties not listed above of which Bankin
Slide 12: Seizing the Opportunity
Seizing the Opportunity ($ in billions except per share) Estimated Pro Forma for Recent Growth without share Acquisitions dilution 6/30/2009 6/30/2009 Loss sharing to lessen risk Assets $3.8 Greater than $7.0 profile of loan portfolio Loans $2.9 Greater than $5.0 Emerging as a profitable Deposits $2
Slide 13: Irwin Deposit & Loan Composition
Irwin Deposit & Loan Composition Deposits Loan Portfolio ($ in millions) ($ in millions) 50.3% DDA 12.3% Commercial & Industrial NOW Single Family Residential Savings 0.6% Consumer Time Deposits 1.0% Commercial Real Estate 57.3% Land Other 25.3% 0.6% 8.0% 5.0% 39.4% Total deposits of approximately $
Slide 14: Recent Acquisitions
Recent Acquisitions Future Recent acquisitions supplement organic growth strategy in core Successfully markets integrate recent Irwin transactions and Transactions met all internal criteria Sept. 18, 2009 continue to evaluate opportunities in this Core philosophy & strategy Purchased 27 dislocated m
Slide 15: Integration
Integration First Financial recently acquired 3 branches from Irwin and is familiar with its people, operations and systems facilitating a seamless transition Depositors in all Irwin branches have access to their funds Will not be disruptive to on-going integration of Peoples Community Bank Branches
Slide 16: Well-Positioned Franchise
Well-Positioned Franchise Strong market share in strategic Well-positioned to endure the markets economic challenges Low risk balance sheet Experienced management focused on Capital and liquidity significantly driving results exceed amounts necessary to be Maintained focus on expense control classif
Slide 17: Conclusions
Conclusions Accelerates strategic expansion in Indiana moving First Financial into the top 5 by deposit market share 1 Transaction will be accretive to earnings and book value with conservative assumptions Loss sharing and asset discount provide credit risk protection and sufficient value to manage
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