First Community Bankshares, Inc. · NASDAQ:FCBC
First Community Bankshares — First Community Bancshares — Merger or Acquisition (March 2012)
10 slides from First Community Bankshares's merger presentation, Mar 1, 2012
Slide 1: Merger of First Community Bancshares, Inc. and Peoples Bank of Virginia
Merger of First Community Bancshares, Inc. and Peoples Bank of Virginia March 1, 2012 www.fcbinc.com
Slide 2: Forward-Looking Disclosures
Forward - Looking Disclosures This presentation may include forward - looking statements. These forward - looking statements include, but are not limited to, statement s about (i) the benefits of a merger (the “Merger”) among First Community Bancshares, Inc. (“First Community”), First Community Bank
Slide 3: Transaction Rationale
Transaction Rationale □ In market acquisition consistent with FCBC’s Merger & Acquisition strategy □ Creates 10 th largest Virginia based bank by deposits in the Richmond market □ Strong cultural fit 3 Strategic Rationale Financially Attractive Low Risk Profile □ Exceeds Merger & Acquisition perform
Slide 4: Terms of the Transaction
Terms of the Transaction 4 Transaction Value (1) Consideration (1) Board Representation □ 100% of Peoples’ stated tangible book value □ Approximate transaction value of $ 40.6 million including the cash out value of outstanding options □ Fixed cash consideration of $6.08 per share ─ $12.3 million in
Slide 5: Pro Forma Branch Map
Pro Forma Branch Map Legacy Markets 5 Growth Market Peoples Location VA- based Rank Institution Branches Deposits ($mm) Market Share (%) 1 Union First Market Bkshs Corp. 44 1,516 4.98 2 Franklin Financial Corp. 8 667 2.19 3 Village Bank & Trust Finl Corp 15 508 1.67 4 First Capital Bancorp Inc. 7 41
Slide 6: Overview
Peoples Bank of Virginia Overview 6 CORPORATE INFORMATION Company Name Peoples Bank of Virginia Headquarters 2702 North Parham Road Richmond, VA Number of Branches 4 Date Established 2002 Dollars in millions OPERATING PERFORMANCE 12/31/2011 Balance Sheet Total Assets $285.9 Net Loans $181.4 Deposits
Slide 7: Benefits to Shareholders
Benefits to Peoples Bank of Virginia Shareholders 7 Shareholders Customers Employees □ Investment in FCBC stock provides opportunity for long term shareholder return □ Annual dividend of approximately $862,853 (1) ─ FCBC recently announced the 26th consecutive year of cash dividends to stockholders
Slide 8: Financial Impact of the Transaction
Financial Impact of the Transaction 8 Transaction Assumptions Financial Impact Pro forma Capital Ratios □ Tier 1 Leverage Ratio of approximately 11.2% □ Total Risk - based Capital Ratio of approximately 17.3% □ Tangible Common Equity / Tangible Assets of approximately 9.4% □ EPS accretive in the fir
Slide 9: Summary
Summary 9 □ Transaction drives EPS growth and shareholder value for both FCBC and Peoples shareholders □ Manageable transaction size and strong pro forma capital ratios allow for future opportunities □ M&A pipeline and organic growth opportunities in targeted growth markets remain attractive □ Low r
Slide 10: Contact Information
Contact Information First Community Bancshares, Inc. NASDAQ: FCBC One Community Place Bluefield, VA 24605 For More Information Contact: David D. Brown Chief Financial Officer First Community Bancshares, Inc. (276) 326 - 9000 10
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