Glacier Bancorp, Inc. · NYSE:GBCI

Glacier Bancorp — Merger or Acquisition (January 2019)

11 slides from Glacier Bancorp's merger presentation, Jan 17, 2019

  1. Slide 1: Acquisition of FNB Bancorp

    AX GLACIER BANCORP, INC. “ZN Montana, Idaho, Utah, Washington, Wyoming, Colorado & Arizona AN QGuacier Meancntes: INC. Acquisition of Strong since 1905 January 16, 2019

  2. Slide 2: Forward-Looking Statements

    Forward-Looking Statements This presentation may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about the Company's plans, objectives, expectations and intenti

  3. Slide 3: Transaction Overview

    ‘Sours! SNL Financial. UTdepostt market rank and mactat share exclude non-communty tanks ILCs and deposit ald at these nsttstons Transaction Overview Glacier Bancorp, Inc. will acquire FNB Bancorp (“FNB”), the bank holding company for First National Bank of Layton (“FNBL”), a community bank based in

  4. Slide 4: Strategic Rationale

    AN Strategic Rationale Acuacier BANK > Acquisition consistent with Glacier’s long-term : strategy of buying good banks in good markets with good people Tiinormeascadestank + Well managed bank with solid core earnings, robust asset quality and long operating history = Good cultural fit > Positions Gl

  5. Slide 5: Highly Attractive Market Opportunity

    g 4 Highly Attractive Market Opportunity > Utah + #1 state in population growth since 2010 + #3 state in population growth in 2018 + ‘Utah ranks No.1 among the states...thanks to its high birthrate plus a strong economy that attracts people from other states and abroad’ — The Salt Lake Tribune > Ogd

  6. Slide 6: FNB Bancorp / First National Bank of Layton is a Well Positioned Strong Performer

    “ FNB Bancorp/ First National Bank of Layton is a Well Positioned Strong Performer > FNBLis 113 years old and the largest bank headquartered in the Layton area with $326 million in total assets + FNBemploys 82 full-time employees > Operating 6 branches along I-15 in Utah, FNBL is primarily focused o

  7. Slide 7: Combination of FNB and Glacier's Four Utah Branches Will Create a Market Leading Community Bank

    4 * Combination of FNB and Glacier’s Four Utah Branches Will Create a Market Leading Community Bank Poised for Growth Map of branchnetwork | a west valle city Mi Toyldcile @ FNB Branches @ sci Branches FNB Bancorp Branches Deposits as of June 30, # Address City 2013 2018 1. 12S Main St Layton $ 86.2

  8. Slide 8: Transaction Multiples and Pro Forma Impact

    48 Transaction Multiples and Pro Forma Impact January 15,2019 {826.90 per share) Price / Tangible Book Value (930/18) 216.4% Price / MRQ Earnings (9/30/18) 16.8x Price / Forecasted 2019 Earnings“ 16.9x Expected 2020 EPS Accretion” Approx. 0.6% / $0.01 ‘Note: FN Bancorp data as of 9/20/18 ‘Daal vate

  9. Slide 9: Transaction Overview and Assumptions

    a5 Transaction Overview and Assumptions Transaction Valuet’) Consideration Mix Collars) Loan Mark Other Fair Value Marks Core Deposit intangible Cost Savings structuring Charges! Minimum Tangible Equity $85.0 million 100% stock consideration for common shareholders (3,160,969 FNB shares outstanding)

  10. Slide 10: Concluding Observations

    ‘Sours! SNL Financial. UTdepostt market rank and mactat share exclude non-communty tanks ILCs and deposit ald at these nsttstons Concluding Observations Transaction creates a Utah headquartered division well positioned to expand in one of the fastest growing states in the Glacier footprint The First

  11. Slide 11: AN U © Montana, Idaho, Utah, Washington, Wyoming, Colorado & Arizona

    AN GLACIER BANCORP, INC. U © Montana, Idaho, Utah, Washington, Wyoming, Colorado & Arizona

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