Bank Of Marin Bancorp · NASDAQ:BMRC

Bank Of Marin Bancorp — Merger or Acquisition (April 2021)

11 slides from Bank Of Marin Bancorp's merger presentation, Apr 19, 2021

  1. Slide 1: Bank of Marin Expands Northern California Presence with Merger of Bank of Marin and American River Bank

    Bank of Marin Expands Northern California Presence with Merger of Bank of Marin and American River Bank Investor Presentation | April 19, 2021

  2. Slide 2: Forward-Looking Statements

    2 Forward-Looking Statements This presentation may contain certain forward-looking statements that are based on management's current expectations regarding economic, legislative, and regulatory issues that may impact Bancorp's earnings in future periods. Forward-looking statements can be identified

  3. Slide 3: Strategic Rationale

    Strategic Rationale 3 Strategic Rationale Financially Attractive • 14.2% accretive to 2022 earnings per share (fully phased-in cost savings) • 3.9% tangible book value dilution with a 3.5 year earnback • >15% internal rate of return • Robust pro forma capital ratios • Expands combined company footpr

  4. Slide 4: American River Bankshares Balance Sheet and Profitability

    Balance Sheet ($mm) Total Assets 916.1$ Total Loans 475.4 Total Deposits 788.6 Tangible Common Equity 76.6 Profitability / Rates for the Quarter Ended 3/31/2021 (%) Net Income ($000s) 2,647$ Return on Average Assets 1.21 Return on Average Tangible Common Equity 14.00 Net Interest Margin 3.58 Efficie

  5. Slide 5: Greater Sacramento Region Market Highlights

    Greater Sacramento Region Market Highlights 5 • American River Bank expands BMRC’s presence into a growing Greater Sacramento Region • The Greater Sacramento region has a population of ~2.6 million • The population of Sacramento-Roseville-Folsom MSA is expected to grow 3.6% from 2021 to 2026, compar

  6. Slide 6: Pro Forma Profile

    Pro Forma Profile 6 Enhanced Northern California Branch Footprint Top 5 Markets of Operation Financial Highlights as of 3/31/2021 • BMRC (21) • BMRC HQ • AMRB (10) • AMRB HQ Sorted by pro forma deposits 1 2 3 4 5 Marin Sacramento Sonoma Alameda Napa Deposits ($mm) Market Rank $1,816 $437 $396 $287 $

  7. Slide 7: Transaction Assumptions

    Transaction Assumptions 7 Earnings • ~$3.4 million, or 0.50% of AMRB’s non-time deposits • Amortized sum-of-the-year digits over 10 years Cost Savings Transaction Expenses Fair Market Value Adjustments Core Deposit Intangibles • Consensus earnings estimates for both companies • ~$6.1 million, or 35.

  8. Slide 8: Transaction Overview

    Transaction Overview 8(1) Based on BMRC’s stock price of $39.06 as of 4/16/2021. (2) Includes consideration paid for AMRB shares and the value of AMRB options paid out in cash by BMRC. (3) For the period ended 3/31/2021. (4) Core deposits equal to total deposits less time deposits greater than $100,

  9. Slide 9: American River Bankshares Appendix

    American River Bankshares Appendix

  10. Slide 10: Pro Forma Loan and Deposit Composition

    Pro Forma Loan and Deposit Composition 10 + = + = Loans / Deposits (excl. PPP): 71.6% Loans / Deposits (excl. PPP): 56.8% Loans / Deposits (excl. PPP): 68.2% Total Deposits: $2,509,670 Total Deposits: $744,425 Total Deposits: $3,254,095 Cost of Deposits: 0.07% Cost of Deposits: 0.11% Cost of Deposit

  11. Slide 11: Contact Us

    Contact Us 11 Russell A. Colombo President & Chief Executive Officer (415) 763-4521 russcolombo@bankofmarin.com Tani Girton EVP, Chief Financial Officer (415) 884-7781 tanigirton@bankofmarin.com Tim Myers EVP, Chief Operating Officer (415) 763-4970 timmyers@bankofmarin.com Media Requests: Beth Drumm

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