First Bank · NASDAQ:FRBA

First Bank — Merger or Acquisition (December 2022)

15 slides from First Bank's merger presentation, Dec 14, 2022

  1. Slide 1: First Bank Announces Strategic Combination

    First Bank Announces Strategic Combination December 14, 2022

  2. Slide 2: Forward-Looking Statements

    Forward-Looking Statements Certain statements contained in this communication are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward- looking statements may be ide

  3. Slide 3: Important Additional Information and Where to Find It

    Important Additional Information and Where to Find It In connection with the proposed merger, First Bank will file with the FDIC and mail to shareholders of First Bank and Malvern Bancorp, Inc. a joint proxy statement/offering circular, which will include a joint proxy of Malvern Bancorp, Inc. and F

  4. Slide 4: The Combined Franchise Delivers Strategic and Financial Benefits

    The Combined Franchise Delivers Strategic and Financial Benefits  Generates critical mass in highly desirable Southeastern Pennsylvania.  Significant acceleration of time frame to achieve strategic goal of scale in the Southeastern Pennsylvania market.  Business mix shifts from approximately 75%

  5. Slide 5: Overview of Malvern Bancorp, Inc.

    Overview of Malvern Bancorp, Inc. Company Overview Branch Footprint  NASDAQ Listed: MLVF Pennsylvania  Headquarters: Paoli, Pennsylvania  Locations: 7 branches in PA, 1 branch in Morris County, NJ and 1 branch in Palm Beach County, FL  Profile: Malvern Bancorp, Inc. is the holding company for Ma

  6. Slide 6: Overview of Combined Franchise

    Overview of Combined Franchise Eastern Pennsylvania Pro Forma Highlights & New Jersey $3.0 Billion Gross Loans 102.5% Loans-to-Deposits $387.9 Million Market Capitalization(2) $3.7 Billion Total Assets(1) $3.0 Billion Total Deposits 27 First Bank Branches Malvern Bancorp, Inc. (1) Excludes purchase

  7. Slide 7: Key Pro Forma Financial Results

    Key Pro Forma Financial Results Transaction Pricing(1) 102.1% 21.5x 8.2x Price-to- Price-to-2023E Price-to-LTM Earnings Tangible Book Value Earnings+Cost Savings 0.47% 89.6% Premium-to- Pay-to-Trade Ratio Core Deposits Key Financial Results Key Financial Results(2) (Including AOCI and Rate Marks) (E

  8. Slide 8: Transaction Summary

    Transaction Summary Transaction  First Bank will acquire 100% of Malvern Bancorp, Inc.’s common stock Consideration Mix  60% Stock / 40% Cash Fixed Exchange Ratio  0.7733 shares of FRBA stock per share of MLVF common stock Fixed Cash Per Share  $7.80 per share of MLVF common stock Per Share Merg

  9. Slide 9: Key Transaction Assumptions

    Key Transaction Assumptions Merger Costs  One-time merger expenses: $9.9 million (pre-tax)  Cost savings estimated at 50% of MLVF’s estimated noninterest expense Synergies  Phased in 50% in 2023 and 100% thereafter  Gross Credit Mark of ($24.9) million, or 3.0% of gross loans  Non-PCD Credit Ma

  10. Slide 10: Our story: track record of profitable organic growth and accretive M&A

    Our story: track record of profitable organic growth and accretive M&A Total Assets ($ in millions) Announces Acquisition of Malvern Bancorp, Inc. $4,000 Completes Grand Acquisition $3,700 $3,500 Completes Completes Delanco Acquisition of Acquisition two NJ Branches $1,044 $3,000 Completes BCB $2,51

  11. Slide 11: Another example of disciplined and successful M&A strategy

    Another example of disciplined and successful M&A strategy: Consistent Pricing and Financial Upside Malvern Target Heritage Bucks Delanco Grand (Ex. AOCI & Rate Combined Marks)(1) Estimated (Total or Date Closed 3/7/2014 9/15/2017 4/30/2018 9/30/19 6/30/2023 Average) Assets ($000) $134,542 $212,325

  12. Slide 12: Pro Forma Deposit Composition

    Pro Forma Deposit Composition First Bank First Bank Malvern Bank Malvern Bank NA Pro Forma Company Pro Forma Company 3.0% 7.9% 4.3% 15.4% 14.3% 11.2% 42.3% 44.5% 50.5% 30.4% 39.3% 36.9% Deposits ($000s) Deposits ($000s) Deposits ($000s) Transaction Accounts $ 927,065 42.3% Transaction Accounts $ 400

  13. Slide 13: Pro Forma Loan Composition

    Pro Forma Loan Composition First Bank First Bank Malvern Bank Malvern Bank NA Pro Forma Company Pro Forma Company 0.5% 5.6% 0.3% 0.4% 1.4% 3.0% 0.4% 4.9% 14.4% 5.7% 14.1% 14.3% 11.3% 9.6% 26.8% 5.5% 8.8% 18.1% 22.8% 6.7% 41.5% 42.3% 41.7% Loans ($000s) Loans ($000s) Loans ($000s) Construction & Land

  14. Slide 14: Financial Impact Reconciliation

    Financial Impact Reconciliation % $ TBV Dilution (9.17%) ($1.36) Loan Interest Rate Mark 4.33% $0.64 Securities Interest Rate Mark 1.20% $0.18 Recapture of AOCI 0.85% $0.13 TBV Dilution Adjusted (2.79%) ($0.41) EPS Accretion (GAAP) 20.5% $0.44 Loan Interest Rate Mark Accretion (9.23%) ($0.20) Securi

  15. Slide 15: First Bank: Personal Bankers. Real Relationships.

    FIRSTBARK Personal Bankers. Real Relationships.

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