Hanmi Financial Corporation · NASDAQ:HAFC
Hanmi Financial — Merger or Acquisition (November 2015)
26 slides from Hanmi Financial's merger presentation, Nov 23, 2015
Slide 1: Proposal to create the premier Korean-American banking franchise
Filed by Hanmi Financial Corporation pursuant to Rule 425, under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: BBCN Bancorp, Inc. Commission File No.: 000-50245 MI BBCNBancorp,Inc. Hanmi Financial Corporation Proposal t
Slide 2: Forward Looking Statements
Forward Looking Statements This communication contains forward-looking statements, which are included in accordance with the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not lim@ed to, statements regarding Hanmi F
Slide 3: Additional Information
Additional Information ‘This communication does not constitute an offer to buy or solicitation of an offer to sell any securities. This communication relates to a proposal which Hanmi has made for a business combination transaction with BBCN. In furtherance of this proposal and subject to future dev
Slide 4: Strategically compelling transaction with strong value creation for both parties
Strategically compelling transaction with strong value creation for both parties Combination would create the largest Korean-American banking franchise Cd ~$12bn in assets, ~$10bn in deposits, ~2.x the second largest player G Significantly enhanced growth prospects Complementary business model reduc
Slide 5: Combination would create the largest Korean-American banking franchise with enhanced growth prospects
Combination would create the largest Korean-American banking franchise with enhanced growth prospects Total assets of Korean-American banks ($bn) Drivers of additional growth Hanes BCH wile Pacific City Commanwealth Business Metro City Open Bark Noah First Intercontinental UniBank Noa NewBank Unit ‘
Slide 6: The combined company will be best-positioned to serve its communities across the country
The combined company will be best-positioned to serve its communities across the country @ Denotes states where Hanmi only has LPO @ Denotes states where BECN only has LPO Oregon -7/1LPO Tlinois New York / New Jersey| ‘Tbranch + 1 LPO / S branches aX Northem California 2 branches + 1 LPO / 2 branche
Slide 7: Hanmi's superior growth potential makes it the most attractive partner for BBCN
Hanmi’s superior growth potential makes it the most attractive partner for BBCN Investor CRE / total capital (%)+ CETA (% 343% ane 300% | : i j Hane ech Wshie Hani wire Excess liquidi mm )2 Deposit composition (%) elumto time deposits wm Interest bearing core deposits iNon-nterest bearing (atot aac
Slide 8: Hanmi has delivered substantially superior returns
Hanmi has delivered substantially superior returns Indexed to Hanmi stock price as of January 1, 2014 Hanmi —BBCN —Wilshire $30 $27 Bes $24 s21 sis $15 Jan-i4 Mar-14 Jun-14 Sep-14 Dec-14 Mar-15 Jun-15 Sep-15 Nov-15 ‘Source: FactSet: Note: Matt data 290 Noverber 20, 2015 Hanmi Financial Corporation:
Slide 9: Compelling financial returns
Compelling financial returns Q Proposed transaction terms > 100% stock swap with fixed exchange ratio of 0.7331x Implied offer price of $19.98 based on Hanmi’s November 20, 2015 closing price K > Represents 10% premium to BBCN's November 20, 2015 closing price and 15.3% premium to ey last month' vol
Slide 10: Significant value creation for both sets of stockholders
Significant value creation for both set of stockholders $50mm cost synergies non $60mm cost synergies ($in bn) of combined non: interest expense $2.8 T Valve creation | 1 “toecn: {-sa7smm/ 26%! Ba |. eee teen | $0.9 | ®ieceior toHanmi: |! ag Lesion 116! toHanmi: | 125mm / 15% Hanmi BBCN sum Net Pro
Slide 11: Hanmi is committed to making this transaction a reality
Hanmi is committed to making this transaction a reality for the benefit of both companies’ stockholders, customers, employees and communities a We urge BBCN’s stockholders to impress upon BBCN’s Board of Directors and management the value of engaging with Hanmi on a potential combination a We strong
Slide 12: Overview of Hanmi
Hanmi Financial Corporation: Overview of Hanmi 12
Slide 13: Hanmi Profile
Hanmi Profile * First Korean American bank - Founded 1982; Nasdaq listed 2001 - Expanding to wider Asian-American & mainstream communities * Attractive customer demographics - Leading brand affinity & loyal customer base (45% of legacy - Hanmi customers with bank for 10+ years) * Strong track-record
Slide 14: 3Q15 Financial Highlights
3Q15 Financial Highlights a Net income was $14.0 million, or $0.44 per diluted share, up 62% from 3Q14 after adjusting for the after-tax bargain purchase gain and merger and integrations costs a Loans receivable up 6.8% from 2Q16 and up 13.6% from 3Q14 a New loan production was $306.0 million, up 47
Slide 15: Strong Earnings Performance
Strong Earnings Performance (Sin miions) $25 $20 Hanmi Financial Corporation: 3Q14* 4Q14 1Q15 2Q15 + Includes bargain purchase gain, net of deferred taxes, of $14.6MM 3Q15 ; 15
Slide 16: Profitability Metrics
Profitability Metrics FROAE "OROAA 19.97% cried 1.39% 1.38% Ome 0.56% HAS oO “o 3Q14* 4Q14 1Q15 2Q15 3Q15 * 3Q14 net income included $14.6MM bargain purchase gain A Hanmi Financial Corporation 16
Slide 17: Profitability Metrics
Profitability Metrics Efficiency Ratio 80.03% 41.87% 3Q14 4Q14 1Q15 2Q15 3Q15 @--Adjusted efficiency ratio excluding merger & integration expenses and one-time (branch closure) expenses of $1.2MM for 3Q15 Hanmi Financial Corporation: v
Slide 18: Yield & Cost Metrics
Yield & Cost Metrics Yield on Interest Earning Assets “© ost of Interest Bearing Liabilities 4.31% 439% 4.13% 421% 4.23% 0.66% . 0.61% 0.61% 964% 9.66% 3Q14 4Q14 1Q15 2Q15 3Q15 Hanmi Financial Corporation: “© Net Interest Margin -©- Adjusted NIM excluding acquisition accounting 3.60% | 3.48% 3.48% 3
Slide 19: Solid Loan Growth
Solid Loan Growth ($ in millions) $3,250 $3,000 $3,045 $2,750 $2,788 $2,500 $2,250 | $2,000 3Q14 4Ql4 1Q15 2Q15 3Q15 Hanmi Financial Corporation:
Slide 20: Strong New Loan Production
Strong New Loan Production Commitment ™ Funded ($ in millions) $400 $300 $200 $227 $224 $227 $229 $202 $170 $181 $179 $100 $0 3Q14 4Q14 1Q15 2Q15 3Q15 Production includes purchased loans: $20.5MM (4Q44), $44.0MM (1Q15), $20.6MM (2Q15), $36.2 MM (3015) A Hanmi Financial Corporation: 20
Slide 21: Loan Portfolio
Loan Portfolio Hanmi Financial Corporation: CRE Loans as of 9/30/15 © Balance: $2.5B © Weighted Avg. LTV: 56.6% 24
Slide 22: Rate Sensitive Loan Portfolio
Rate Sensitive Loan Portfolio 6 in millions) Amount WAR Variable * $ 1,087 4.32% Hybrid $ 1,304 4.48% Fixed = 654 4.65% $ 3,045 4.46% * Variable with Floors | $ 261 4.80% Variable 35.7% Remains well-positioned for a rising interest rate environment 22 A Hanmi Financial Corporation
Slide 23: Increasing Demand Deposits
Increasing Demand Deposits [i demand Noninterest-bearing lll time Deposits <.$250K 4 Raa nats Te Time Deposits > $250k Demand Noninterest-bearing Deposits/Total Deposits $4,000 (In millions) $3,500 $3,000 $2,500 $2,000 $1,500 $1,000 $500 uaa 3Q14 4Q14 1Q15 2Q15 3Q15 3Q14 4Q14.1Q15,2Q15. 3Q15 Hanmi F
Slide 24: Strong Asset Quality
Strong Asset Quality = Classified Loans = Nonperforming Loans (S in millions) $56.1 $47.4 $45.0 $44.8 j 3Q14 4Q14. 1915 -2Q15-3Q15 Net Charge-offs (Recoveries) (S in millions) $(2.0) 3Q14 491419152915 3Q15 ALLL coverage ratio is 1.52% A Hanmi Financial Corporation 24
Slide 25: Well-Capitalized
Well-Capitalized Capital Ratios Total RBC Tier 1 RBC Common Equity Tier 1 Leverage Tangible Common Tier 1 Equity/Tangible Assets 4 Minimum threshold for a weil-capitalized institution Hanmi Financial Corporation:
Slide 26: Investment Highlights & Opportunities
Investment Highlights & Opportunities a Premier core deposit franchise with a low-cost deposit base a Strong balance sheet and excellent asset quality a Growth opportunities in new markets - expanded geographic footprint and customer base, including the broader Asian American and mainstream communit
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