Atlantic Union Bankshares Corporation · NYSE:AUB
Atlantic Union Bankshares — Union Bankshares — Merger or Acquisition (May 2009)
38 slides from Atlantic Union Bankshares's merger presentation, May 7, 2009
Slide 1: Investor Presentation
Investor Presentation Exhibit 99.1
Slide 2: Forward Looking Information
Certain statements in this report may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that include projections, predictions, expectations or beliefs about future events or results or otherwi
Slide 3: Overview
Overview One of the Largest Virginia- Based Financial Services Organization Holding Company formed in 1993 Assets of $2.6 Billion Three 100 Year Old Banks Comprehensive financial services provider offering: banking, mortgage, investment, brokerage and insurance Proven merger integrator
Slide 4: Outline
Outline Purpose and Values 2008 Financial Performance 2009 Outlook First Market Bank - Overview Q & A
Slide 5: Helping People Find Financial Solutions
“Helping People Find Financial Solutions” Purpose Statement
Slide 6: Values
Values Customer Focus Knowledge Integrity & Trust Respect Partnership
Slide 7: 2008 Financial Performance
2008 Financial Performance
Slide 8: Financial Overview
Financial Overview Asset Quality Liquidity Margin
Slide 9: Total Assets
$3,000,000 , $2,500,000 + $2,000,000 + $1,500,000 5 $1,000,000 + $500,000 4 so $2,551,932 _$2.502.033 $2,092,891 $2,301,397 $1,824,958 $1,672,210 2004 2005 2006 2007 2008 2009 QI a Sa 62 UNION BANKSHARES Comrcatararar
Slide 10: Loans or deposits over time
x $2,400,000~+ 1,874,088 $2,000,004 $1747,820 $1. S $1,867,172 $1,549,445 $1,362,254 Sreou.g0 $1,264,841 $1,200,000 + $800,000 4 $400,000 4 $o+ 2004 2005 2006 2007 2008 2009 QO] Le, Dr oo UNION BANKSHARES Comrcatararar
Slide 11: Loan portfolio composition
Commercial Loans, 783% Other Consumer Loans, $258 ‘Other Loans, 1.94% Credit Card Loans, 0.84%. Home Equity Loans, 14 Family Loans, 15.58% 10.71% Multifamily Loans, 1.99% Constmction Loans, 21.53% Commercial RE Loans, 31.02% (as of 12/31/08) an ee AE = Comrcatararar
Slide 12: Allowance for Loan Losses and Nonperforming Assets
2003 2004 2005 2006 2007 2008 2009 Q1 M@ Allowance for Loan Losses DB Nonperforming assets RY oe UNION BANKSHARES Comrcatararar
Slide 13: ALL & C/O's
ALL & C/O’s 1.31% 0.00% 1.30% -0.06% 1.26% 0.03% 1.24% 0.01% 1.11% 0.03% 1.36% 0.21% 1.48% 0.19% -0.20% 0.00% 0.20% 0.40% 0.60% 0.80% 1.00% 1.20% 1.40% 1.60% 2003 2004 2005 2006 2007 2008 2009 Q1 Allowance to Loans Charge-offs to Avg Loans, Net *Q1 figures not annualized
Slide 14: Deposits over time
$2,400,000 $1,993,006 $1,926,999 $2,000,000 $1,665,908 $1,659,578 $1,600,000 $1,456,515 $1,314,317 $1,200,000 $800,000 $400,000 $o 2004 2005 2006 2007 2008 2009 QI Ka UNION BANKSHARES ComPORANenT
Slide 15: $2,000,000 $1,800,000 $1,600,000 $1,400,000 $1,200,000 $1,000,000 $800,000 $600,000 $400,000 $200,000 $0 2003 2004 2005
$2,000,000 $1,800,000 $1,600,000 $1,400,000 $1,200,000 $1,000,000 $800,000 $600,000 $400,000 $200,000 $0 2003 2004 2005 2006 2007 2008 2009 Qi UNION BANKSH Comrcatararar ll
Slide 16: Yield on Earning Assets and Cost of Funds
2.23% 2.52% 3.47% 3.93% 3.06% 2.77% Yield on Earning Assets and Cost of Funds 7.42% 6.46% 5.59% 7.28% 5.96% 6.53% 0.00% 1.00% 2.00% 3.00% 4.00% 5.00% 6.00% 7.00% 8.00% 2004 2005 2006 2007 2008 2009 Q1 Yield on Earning Assets Cost of Funds
Slide 17: Net Interest Margin
Net Interest Margin 0.00% 0.50% 1.00% 1.50% 2.00% 2.50% 3.00% 3.50% 4.00% 4.50% 5.00%
Slide 18: $30,000 $25,000 $20,000 2004 2005 2006 2007 2008 2009 Qi UNION BANKSHARES Conroe acer
$30,000 $25,000 $20,000 2004 2005 2006 2007 2008 2009 Qi UNION BANKSHARES Conroe acer
Slide 19: UBSH ROA Performance to Peers
UBSH ROA Performance to Peers (as of 12/31/08) 0.00% 0.10% 0.20% 0.30% 0.40% 0.50% 0.60% 0.70% 0.80% 0.90% 1.00% ROA UBSH Va Banks Select Peer National Peer
Slide 20: UBSH ROE Performance to Peers
UBSH ROE Performance to Peers (as of 12/31/08) 0.00% 2.00% 4.00% 6.00% 8.00% 10.00% 12.00% ROE ROTE UBSH Va Public Banks Select Peer National Peer
Slide 21: UBSH NPAs/ALLL/NCOs to Peers
UBSH NPAs/ALLL/NCOs to Peers (as of 12/31/08) 0.00% 0.20% 0.40% 0.60% 0.80% 1.00% 1.20% 1.40% 1.60% 1.80% 2.00% NPAs/Assets ALLL/Loans NCOs/Loans UBSH Va Public Banks Select Peer National Peer
Slide 22: UBSH Asset Quality to Peers
UBSH Asset Quality to Peers (as of 12/31/08) 0.00% 20.00% 40.00% 60.00% 80.00% 100.00% 120.00% ALLL/NPAs UBSH Va Public Banks Select Peer National Peer
Slide 23: Union Bankshares
‘UNION BANKSHARES Comrcatararar
Slide 24: 2009 Priorities
2009 Priorities Profitability – Increase Margin – Grow Earning Assets Asset Quality – Diversify Loan Portfolio Credit Risk – Enhance Credit Risk Processes Liquidity – Increase Consumer & Business Household Growth – Increase cross sell for new and existing customers
Slide 25: Creating Richmond and Central Virginia's Bank of Choice
& Creating Richmond and Central Virginia’s Bank of Choice
Slide 26: Merger Highlights Pro Forma Footprint
Merger Highlights Pro Forma Footprint th Pro Forma Franchise Pro forma Company becomes the largest community bank in Virginia $4.0 billion in assets Mid-Atlantic franchise with strong presence in high growth Virginia markets Moves UBSH from 11 to 6 th in deposit market share in Virginia; from 8 to 5
Slide 27: tay
tay UNION BANKSHARES ll Comrcatararar
Slide 28: Corporate Structure Pro Forma Overview
Corporate Structure Pro Forma Overview * Depends on regulatory, SEC and shareholder approval Transaction Overview Name: Union First Market Bankshares Corporation Headquarters: Richmond, VA Board: Existing UBSH Board plus: James E. Ukrop Steven A. Markel David J. Fairchild Leadership: Targeted Closin
Slide 29: Transaction Detail
th Transaction Detail Consideration: (1) 100% Common Stock Preferred Shares: First Market’s outstanding $10.0 million 9.0% preferred shares will be converted into common equity Shares to be Issued: Common Shareholders: 6.7 million shares Preferred Shareholders: 703 thousand shares (2) Pre-Conversion
Slide 30: Comparable Acquisitions
Price / Tangible Book Value (1) (%) Core Deposit Premium (2) (%) Source: SNL Financial and company filings Comparable transactions do not include merger of equals (1) Based on First Market’s tangible equity of $89.4 million as of 12/31/2008 (2) Core deposits include total deposits less jumbo certifi
Slide 31: First Market Overview
Deposits Over Time ($mm) First Market Overview • Virginia’s 11 th largest community bank – Assets: $1.3 billion – Gross Loans: $1.0 billion – Deposits: $1.1 billion – Tangible Common Equity: $79.4 million • Successful partnership with Ukrop’s Super Markets, Inc. • 39 branches – 13 traditional branch
Slide 32: Supermarket Relationship
Branch Deposit Median Size Range Deposits Quartile ($MM) ($MM) Supermarket Relationship • Successful supermarket partnership generates retail customer relationships Median Aggregate Deposits of In-Store Locations ($MM) Source: SNL Financial “Comparable locations” include 71 full-service branches in
Slide 33: Due Diligence Process Asset Quality
Due Dili g ence Process Asset Quality • Performed extensive due diligence – Financial and legal due diligence – Credit due diligence conducted by management and third party loan review specialists • Reviewed all non-performing, substandard and watch-list loans in excess of $250 thousand • Reviewed 6
Slide 34: Capital Impact
Capital Impact Capital ratios projected at close Leverage Ratio (%) Total Capital Ratio (%) 13.83 13.56 12.67 11.00 12.00 13.00 14.00 15.00 UBSH Stand Alone First Market Stand Alone Pro Forma 5.98 5.97 5.65 3.00 4.00 5.00 6.00 7.00 UBSH Stand Alone First Market Stand Alone Pro Forma 10.87 9.23 9.71
Slide 35: Acquisition Blueprint
Acquisition Blueprint Good Demographics / Growth Market OR …Unique Product / Service (e.g. Trust, Wealth Management) Management Retention Thorough Due Diligence Process Low Integration Risk EPS Accretive Tangible Common Equity to Assets above 5.5%
Slide 36: Additional Information and Where to Find It
Additional Information and Where to Find It In connection with the merger, Union will file with the Securities and Exchange Commission (the “SEC”) a registration statement on Form S-4 to register the shares of Union common stock to be issued to First Market stockholders. The registration statement w
Slide 37: Creating Richmond and Central Virginia's Bank of Choice
& Creating Richmond and Central Virginia’s Bank of Choice
Slide 38: Union Bankshares
‘UNION BANKSHARES Comrcaanaone