Millennium Bankshares Corp · OTC:MBVA
Millennium Bankshares — Merger or Acquisition (June 2005)
22 slides from Millennium Bankshares's merger presentation, Jun 29, 2005
Slide 1: Millennium Bankshares Announces Acquisition of Albemarle First Bank
Millennium Bankshares Announces Acquisition of Albemarle First Bank June 10, 2005
Slide 2: Forward Looking Information
Forward Looking Information
Slide 3: Securities Law Matters
Millennium PA danni: Securities Law Matters ‘This presentation may be deemed to be solicitation material in respect to the proposed transaction between Millennium and Albemarle First Bank pursuant to an Agreement and Plan of Reorganization, dated as of June 9, 2005, between Millennium Bankshares Cor
Slide 4: Millennium Corporate Profile
Opened April 1, 1999 $425 Million bank holding company with headquarters in Reston, VA Provides full array of banking, mortgage, and securities services through: 7 full service branch offices Mortgage banking Partnership with MetLife One of region's top SBA lenders, Preferred Lender Traded on NASDAQ
Slide 5: Millennium business segmentation
Branch Banking 4 Northern Virginia with 3 additional planned 2 Richmond 1 Warrenton Lending Traditional Small Business Preferred SBA Lender New Retail Lending Department Business Segmentation Mortgage Lending Local offices Retail & Wholesale Subsidiary: Millennium Capital Other Services Brokerage In
Slide 6: Millennium - Summary Financial Information
Millennium - Summary Financial Information (1) Includes Loans Held for Sale
Slide 7: Strong Loan and Deposit Growth
2Q03 3Q03 4Q03 1Q04 2Q04 3Q04 4Q04 1Q05 Net Income 202 183 175 211 379 635 784 685 Strong Loan and Deposit Growth 2000 2001 2002 2003 2004 1Q05 Loans 78.7 176.4 242.6 218.1 279.1 291.5 36.1% Standalone CAGR Millennium Gross Loans 2000 2001 2002 2003 2004 1Q05 Loans 71.343 188.567 258.509 272.113 280
Slide 8: Diluted Earnings Per Share
Diluted Earnings Per Share (1) Secondary issuance conducted during 2Q 2004, which increased number of diluted shares by 5,126,381
Slide 9: Growing Our Virginia Community Bank Franchise
Growing Our Virginia Community Bank Franchise Focus Investments in Virginia's Most Dynamic Markets Reston / Washington, DC / Warrenton - 5 branches; additional planned for 2005 Richmond - 2 branches Charlottesville - Acquired Albemarle First Bank, expect investment in expansion Add 1-3 branches annu
Slide 10: Albemarle Corporate Profile
President & CEO - Thomas M. Boyd, Jr. Assets - $123,724 Loans - $93,646 Deposits - $101,419 Full Service Branches - 3 Date Established - December 28, 1998 Ticker - AFBK Inside Ownership - 16.66% Number of Shareholders - 1,459 Institutional Ownership - 3.99% Albemarle Corporate Profile Data as of 03/
Slide 11: Albemarle First Bank - Summary Financial Information
Albemarle First Bank - Summary Financial Information (1) Includes Loans Held for Sale
Slide 12: Transaction Summary
Transaction Summary No more than 50% of the total consideration may be in the form of cash. AFBK shareholders may elect to receive Millennium common stock, cash, or a combination of common stock and cash for their Albemarle First common stock, subject to pro ration in the event the aggregate cash el
Slide 13: Collar Description and Termination Rights
Collar Description Termination Rights AFBK may terminate if MBVA average share price is below $6.54 and MBVA does not adjust exchange ratio to meet minimum value of $14.80 MBVA may terminate if MBVA average share price is above $8.87 and AFBK does not accept reduction in exchange ratio to meet $16.6
Slide 14: Other Deal Terms
Millennium Bankshares board will be expanded to add two Albemarle board members Albemarle First's board of directors will stay in place as a local bank board, with 2 or more corporate executives added to ensure consistency with corporate goals Tom Boyd, current Albemarle President & CEO, received a
Slide 15: Proforma Franchise - March 31, 2005
Proforma Franchise - March 31, 2005 (1) (1) Excludes fair value adjustments. Assumes exchange ratio of 2.0707 with a mix of 50% stock and 50% cash. The actual consideration mix may differ depending on cash elections made by Albemarle First shareholders prior to closing. Cash portion is assumed to be
Slide 16: Proforma Deposit Composition - March 31, 2005
Proforma Deposit Composition - March 31, 2005 Albemarle First Bank Millennium Bankshares Proforma Composition
Slide 17: Proforma Loan Composition - March 31, 2005
Proforma Loan Composition - March 31, 2005 Albemarle First Bank Millennium Bankshares Proforma Composition
Slide 18: Expansion into Charlottesville Area
Millennium Bankshares Corp. Expansion into Charlottesville Area Albemarle First Bank (3 additional branches planned) Arlington Arlington Arlington Albemarle Greene Fairfax Loudon Prince William Fauquier Clarke Stafford Culpepper Henrico Chesterfield Charles City Prince George
Slide 19: Market Demographics
Market Demographics Projected Median Household Income Growth 2004-2009 Projected Population Growth 2004-2009 Charlottesville, VA Richmond, VA Washington, DC-VA-MD United States Source: SNL Financial, Claritas
Slide 20: Albemarle First Financial Drivers
15% - 20% balance sheet growth near-term; 10%+ long-term growth potential Leading community bank in Charlottesville market with potential to increase market share Favorable demographics Higher legal lending limits due to acquisition Increased retention of originated business Repurchase of outstandin
Slide 21: Strategic Benefits
Creates highly desirable Virginia community bank franchise Expands exposure to high growth Virginia MSAs New franchise has presence in three dynamic Virginia MSAs Charlottesville MSA Attributes(1) Projected population growth rate of 6.39% is 32% higher than the US average Affluent markets with avera
Slide 22: Millennium Investment Value
Strong organic balance sheet and profitability growth Committed to building a high growth Virginia community banking franchise Invested in Virginia's fastest growing MSAs Plan to add 1 - 3 new branches annually Focus on acquisitions that are accretive to earnings Leadership with extensive experience
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