Sparebank 1 Ostlandet · OSL:SPOL
Sparebank 1 Ostlandet — SpareBank 1 Østlandet — Merger or Acquisition (January 2024)
22 slides from Sparebank 1 Ostlandet's merger presentation, Jan 3, 2024
Slide 1: Totens Sparebank and SpareBank 1 Østlandet: We join forces to strengthen the Inland region
Totens Sparebank and SpareBank 1 Østlandet We join forces to strengthen the Inland region
Slide 2: Agreed letter of intent to merge
Agreed letter of intent to merge The Boards of Directors of Totens Sparebank and SpareBank 1 Østlandet have today signed a letter of intent to merge the two largest banks in the Inland region. Together, the banks will contribute to sustainable growth and development in the region. The merged bank wi
Slide 3: With roots in the Inland region, we are building a larger bank
With roots in the Inland region, we are building a larger bank for people and businesses in central Eastern Norway
Slide 4: Savings bank for the entire region
Savings bank for the entire region • The region around Lake Mjøsa is the home market for both banks Gjøvik • Operations in the city of Gjøvik will be Hamar Raufoss strengthened with the establishment of a Lena regional office for the former Oppland county (today part of the Inland region). • Region
Slide 5: Solid local foothold, near customers and with local decision-making
Solid local foothold, near customers and with local decision-making With significant local decision-making powers, approximately 1,240 employees and a business capital of NOK 264 billion, the bank becomes a stronger source of financing for people and businesses in the region. CEO of Totens Sparebank
Slide 6: Securing jobs and improving competitiveness
Securing jobs and improving competitiveness • We want all employees onboard the new bank. • The merger will help secure local jobs and provide greater scope for internal career opportunities. • Centers of excellence and centralized functions to continue and develop further on both sides of Mjøsa. •
Slide 7: Customers of Totens will enjoy excellent financial products and services from a locally based bank
Customers of Totens will enjoy excellent financial products and services from a locally based bank • The combined bank’s geographical presence will remain the same, while becoming more competitive with greater credit capacity. • Customers will meet the same advisers as before, in the same locations.
Slide 8: A financial center for businesses on the western side of Lake Mjøsa
A financial center for Strong local banks are important for the businesses on the development of businesses in rural areas. As a merged bank, we will have an even greater western side of capacity to service the financial needs of the Lake Mjøsa region's businesses going forward.
Slide 9: An even stronger supporter of local communities
An even stronger supporter of local communities Both banks are major sponsors of voluntary work and contribute significantly to good causes. As a significant contributor in our societies, we will continue our contributions to local growth and development. Totens Sparebankstiftelse (a foundation) wil
Slide 10: Organisation, Board of Directors and management
Organisation, Board of Directors and management • Customer-oriented environments in Totens Sparebank will develop further, among other things by creating a larger regional office for the old Oppland county. Significant specialist competence will be added locally. • Staff and support teams at Totens
Slide 11: Totens Sparebank and SpareBank 1 Østlandet share a common geography and similar values
Totens Sparebank and SpareBank 1 Østlandet share a common geography and a similar set of values. Both banks are involved in local communities, have local roots and share a desire to contribute positively to people living and working in the Inland region.
Slide 12: Together, we improve our positions as strong relationship banks
Together, we improve our positions as strong and traditional relationship banks in the Inland region
Slide 13: The merger process
The merger process * Approx. 3Q 2024 3 January 2024 Legal merger Following approvals by Letter of intent supervisory authorities, signed and announced the banks will formally merge through notification * 2025 The letter of intent has been to the Companies Register. signed by the boards of the 22 Feb
Slide 14: A solid platform for further growth
A solid platform for further growth Gross lending incl. covered bond companies per 3Q23 (NOK billion) With total assets (incl. covered bond companies) of approximately NOK 264 billion, gross lending 375 (also incl. covered bond companies) of ~NOK 219 billion and book equity (excluding hybrid capital
Slide 15: The loan portfolio
The loan portfolio 17 5 (NOK billion) (NOK billion) Retail Corporate 28,7 % 71,3 % before merger 140 57 Retail market Corporate market (NOK billion) (NOK billion) Retail Corporate (SMB, Landbruk BM i SpareBank 1 SR-Bank viser summert Numbers include loans transferred to coverëd bond companies. og St
Slide 16: Strong savings bank foundations
ECC owners Share (%) Strong savings bank Sparebankstiftelsen Hedmark Norwegian Confederation of Trade Unions 44.5 % 8.2 % foundations Other SPOL-owners New TOTG foundation 32.6 % 8.6 % Other TOTG-owners (excl. SPOL) 6.1 % The two savings bank foundations will own ~53 percent of the equity certificat
Slide 17: Implementation and exchange ratio
Implementation and exchange ratio SpareBank 1 Østlandet will be the acquiring bank. SpareBank 1 Østlandet takes over assets, rights and obligations from Totens Sparebank upon completion of the merger. It is further intended that the merger be carried out by Sparebank 1 Østlandet issuing equity capit
Slide 18: Implementation and exchange ratio
Implementation Number and share of ECCs after merger and exchange ratio 20 030 935 (14.74 %) The parties agree on SpareBank 1 Østlandet paying the equivalent of 1.80 equity capital certificates (SPOL) in SpareBank 1 Østlandet per equity capital certificate in Totens Sparebank (TOTG). In addition, a
Slide 19: The merger is expected to be accretive for both shareholder groups
The merger is expected to be accretive for both shareholder groups SpareBank 1 Østlandet expects to be able to realize significant capital synergies by using its A-IRB model on 264 Totens Sparebank's portfolio. 25 219 Operational synergies are somewhat limited due to different alliance affiliations,
Slide 20: Creating together
Creating together • Together, we strengthen our presence in the area around Lake Mjøsa, becoming an even more significant bank both in the Inland region and in Eastern Norway. • We are local supporters and continue to work for the benefit of our communities. • We strengthen our ability to be the rel
Slide 21: Almost 180 years of operations in the Inland region, Oslo and Akershus
Through almost 180 years of Totens Sparebank has almost operations in the Inland region, 170 years of history, and is Oslo and Akershus, SpareBank 1 currently located around in Østlandet has become an Lena, Raufoss, Gjøvik, Hamar important bank in central Eastern and Råholt with 90 employees. Norway
Slide 22: Disclaimer
Disclaimer The presentation the ("Presentation") has been produced by SpareBank The Banks and their Representatives shall disclaim any liability risks, uncertainties and other factors that may cause actual results and 1 Østlandet ("SPOL") and Totens Sparebank ("TOTG" and collectively, whatsoever (in
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