Trico Bancshares · NASDAQ:TCBK
Trico Bancshares — Merger or Acquisition (July 2021)
13 slides from Trico Bancshares's merger presentation, Jul 28, 2021
Slide 1: TriCo Bancshares to Expand With Merger of Valley Republic Bancorp
Exhibit 99.2 Bakersfield,CA TriCo Bancshares to Expand With Merger of Valley Republic Bancorp Investor Presentation July 27, 2021 ® trico bancshares he LEY REPUBLIC BANCORP
Slide 2: Safe Harbor Statement
Safe Harbor Statement Forward Looking Statements ‘This investor presentation may contain forward-looking statements regarding TriCo Bancshares ("TCBK’ or “TriCo’), including its wholly owned subsidiary Tri Counties Bank, Valley Republic Bancorp ("VLLX’), including its wholly owned subsidiary Valley
Slide 3: Strategic Rationale
Strategic Rationale Strategic expansion of TriCo's existing Central Valley franchise: — Positions TriCo as the leading community bank across Northem California and the San Joaquin Valley — Pro forma company ranks 4th in the Bakersfield MSA by total deposit market share and 1st among community banks
Slide 4: Valley Republic Bancorp (VLLX) Overview
Valley Republic Bancorp (VLLX) Overview [Bp es tervsric avconr = Valley Republic Bancorp (VLLX) is the bank holding company for Valley Republic Bank, which provides banking services to individuals, small businesses, and middle-market companies = VLLX operates out of 4 full service branches in Bakers
Slide 5: Pro Forma Company Overview
Pro Forma Company Overview Creating California’s Premier Community Bank Pro Forma Financial Highlights * nd Central California Footprint i a a $9.6 bn $5.8 bn $8.2 bn \ Total Assets Gross Loans Total Deposits 8.8% 12.5% 15.3% TCE/TA CETI Ratio TRBC Ratio Market Market Deposits “Share @ chico, ca $1.
Slide 6: Transaction Summary
Transaction Summary Fixed Exchange Ratio = 0.95 TCBK shares issued for each VLLX common share outstanding = 100% stock for common shares outstanding and restricted stock units + In-the-money VLLX options will receive cash consideration Consideration Mix Pro Forma Ownership = 88% TCBK| 12% VLLX Leade
Slide 7: Transaction Assumptions
Transaction Assumptions Earnings + TCBK’s eamings estimates per street consensus Estimates = VLLX’s eamings estimates per internal projections + Estimated $3.5 million of pre-tax run-rate savings, or 17.0% of VLLX's 2022e noninterest expense (excluding amortization. Cost Savings 1 of intangibles) Ot
Slide 8: Appendix
Appendix ® trico bancshares Investor Presentation | Page 11 |
Slide 9: Pro Forma Loan & Deposit Composition
Pro Forma Loan & Deposit Composition TCBK VLLX Loan Portfolio Composition: Pro Forma’ as go a $4.98 = Yield on Loane (exol. PPP): 4.9996 Yield on Total Loans : 4.86% contusion nies S% agrcuture —s $0.98 cot “az” sere oo oe Yield on Loans (excl, PPP): 4.4956 Yield on Total Loane : 4.299% Deposit Port
Slide 10: Disciplined Acquirer with Proven Ability to Execute and Integrate
Disciplined Acquirer with Proven Ability to Execute and Integrate Total Assets ($M) Pro Forma CAGR Since 2010: 15.0% Valley Republic Bancorp $1,366M FNB Bancorp Citizens Bank of $1,307M Northen (pried 3.Bank of ‘America Sze North Valley. Branches $7,640 Bancorp ‘$164M Granite 26) $6, 362 $6,471 comm
Slide 11: Financial Impact & Pricing
Financial Impact & Pricing $165.6M $38.15 Aggregate Merger Consideration’ Purchase Price Per Share 1.57x Price / Tangible Book Value per Share 5.5% 2022e Earnings per Share Accretion 10.9x Price / LTM Earnings per Share 5.9% 2023e Earnings per Share Accretion 11.1x Price / 2021e Earnings per Share (
Slide 12: Market-Leading Growth Profile
Market-Leading Growth Profile Valley Republic Loan Growth since 2015 Loan (excl. PPP) CAGR: 16% so49 soos AT so $672 ee) “ soo f°“? a ee ee ee ee ors) Gross Loans HFI (excl. PPP) ($M) =PPP Loans ($M) Valley Republic Deposit Growth since 2015 Deposit CAGR: 20% sa212 $1,084 $519 I J il 21506 2019 = 20
Slide 13: San Joaquin Valley Market Highlights
San Joaquin Valley Market Highlights = This transaction provides TCBK with a leading presence across the San Joaquin Valley markets! = The combined company ranks 7th by deposit market share in the San Joaquin Valley as of June 30, 2020 Bakersfield, CA Fresno, CA $1.56 in pro forma loans $378M in pro