Bridgewater Bancshares, Inc. · NASDAQ:BWB
Bridgewater Bancshares — Merger or Acquisition (August 2024)
11 slides from Bridgewater Bancshares's merger presentation, Aug 28, 2024
Slide 1: Acquisition of First Minnetonka City Bank
— SS AUGUST 28, 2024 | BRIDGEWATER BANCSHARES, INC. ACQUISITION OF FIRST MINNETONKA CITY BANK BRIDGEWATER BANCSHARES, INC.
Slide 2: Disclaimer: Forward-Looking Statements
Disclaimer Forward-Looking Statements This presentation contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, statements concerning plans, estimates,
Slide 3: Strategic Benefits of the Acquisition of First Minnetonka City Bank (FMCB)
Strategic Benefits of the Acquisition of First Minnetonka City Bank (FMCB) 1 3 Source: S&P Capital IQ (data as of June 30, 2023) Adds High Quality Bank With Complementary Strengths • Reduces CRE concentration by adding a well-diversified loan portfolio focused on 1-4 family and leases • Diversifies
Slide 4: FMCB Creates A $5 Billion Entrepreneurial Bank in the Twin Cities
BWB FMCB Creates A $5 Billion Entrepreneurial Bank in the Twin Cities 4 1 Source: S&P Capital IQ (data as of June 30, 2023) 2 Pro forma metrics exclude purchase accounting adjustments Twin Cities Future BWB Denovo Branch Site Pro Forma Branch Map 9th Largest Pro Forma Deposit Market Share in the Twi
Slide 5: First Minnetonka City Bank – A Classic Minnesota Community Bank
Cash 3.9% Securities 39.5% Loans 53.0% Other 3.6% $242 Million First Minnetonka City Bank – A Classic Minnesota Community Bank 5 First Minnetonka City Bank • Headquarters: Minnetonka, MN • Year Established: 1964 • Branches: 2 Full-Service Retail Branches • YoY loan growth: 3.3% • Loan yield: 6.09% •
Slide 6: High Quality Deposit Base Enhances Liquidity Profile
High Quality Deposit Base Enhances Liquidity Profile 6 Noninterest-Bearing Transaction 22.6% Interest-Bearing Transaction 19.7% Savings & MM 35.7% Time 22.0% $212 Million FMCB 2Q24 Deposit Composition FMCB’s Low-Cost, Granular Core Deposit Base Acquisition and Enhanced Liquidity Profile Create Balan
Slide 7: Pro Forma Loan and Deposit Composition
Pro Forma Loan and Deposit Composition 7 Loan Composition Deposit Composition Pro Forma1 CRE NOO 28.2% Multifamily 37.0% C&D 5.1% 1-4 Family Mortgage 11.0% CRE OO 4.9% C&I 13.6% Consumer & Other 0.2% $3.8 Billion CRE NOO 14.8% Multifamily 0.1% C&D 0.0% 1-4 Family Mortgage 37.9% CRE OO 1.5% C&I 9.5%
Slide 8: Transaction Terms and Assumptions
Transaction Terms and Assumptions Consideration • 100% cash transaction value structured as an asset purchase for tax purposes • Includes minimum Tier 1 capital requirement to be delivered by FMCB Purchase Accounting Marks • Credit mark of $0.9 million on the total loan portfolio • Interest rate mar
Slide 9: Estimated Financial Impact
Estimated Financial Impact 9 Financial Impact Pro Forma Capital Ratios at Close 2025E EPS Accretion TBV Earnback Period TBV Dilution Internal Rate of Return 15% < 3 Years 5% 24% TCE / Tangible Assets CET 1 Ratio Tier 1 Ratio Tier 1 Leverage Ratio 7.34% 8.81% 10.36% 9.03% Total RBC Ratio 13.41%
Slide 10: Comprehensive Due Diligence Process
Comprehensive Due Diligence Process 10 Due Diligence Focus Areas Financial and Accounting Credit Review Tax Securities Portfolio Regulatory Compliance Human Resources Operations Information Technology Internal and External Audit Interest Rate Management Legal Matters Facilities Due Diligence Overvie
Slide 11: Complementary Acquisition Enhances Position for Future Success
Complementary Acquisition Enhances Position for Future Success 11 • Improves the deposit mix by adding a low-cost, granular core deposit base • Enhances the liquidity profile by adding a balance sheet with a low loan-to-deposit ratio of 61% • Creates balance sheet optionality to put liquidity to wor
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