Eastern Bankshares, Inc. · NASDAQ:EBC
Eastern Bankshares — Merger or Acquisition (April 2025)
20 slides from Eastern Bankshares's merger presentation, Apr 24, 2025
Slide 1: Merger with HarborOne
A" bar i 8 @eEastern Bankshares, Inc. Merger with 4) HARBOR April 24, 2025
Slide 2: Transaction highlights
Transaction highlights: + Meaningful Enhances Financially Low Fortress balance upside footprint attractive execution risk sheet opportunities o Bolsters o Sizable EPS o Capture greater o In-market o Robust pro Greater Boston accretion share of wealth transaction forma capital, density (~16%) and com
Slide 3: Overview of HarborOne
Overview of Company overview Key metrics ⚫ Founded in 1917 and headquartered in Brockton, MA ~$430mm $5.7bn Market cap Total assets ⚫ Focused on community banking and personalized financial services $4.6bn $4.8bn ⚫ 30 branches across Metro Boston, Southeast Massachusetts and Total deposits Total loa
Slide 4: Transaction bolsters Eastern's premier Boston area franchise and expands into Rhode Island
Transaction bolsters Eastern’s premier Boston area franchise and expands into Rhode Island Solidifies position as largest Boston Scale with top financial performance Dense footprint in attractive markets mid-sized bank by deposits¹ Pro forma metrics Deposits ($bn) in Boston MSA Concord Eastern Bank
Slide 5: Financially compelling
Financially compelling Strong returns Enhanced profitability Fortress balance sheet Meaningful EPS accretion with Increased earnings generation and Ample capital and liquidity with flexibility to manageable TBV dilution profitability deleverage HarborOne’s balance sheet ~16%+ ~18%+ ~3.70% ~50% >12.5
Slide 6: Enhanced profitability drives top quartile performance
Enhanced profitability drives top quartile performance Eastern 2026E consensus Merger impact Net interest margin ✓ Operating efficiency ratio ✓ Operating ROAA ✓ Operating ROATCE ✓ ~15.5% ~15.3% ~3.70% ~3.70% ~1.40% 54% ~1.35% ~55% ~52% 3.38% 1.09% 11.7% ~3.60% ~50% ~1.25% ~12.5% 1Q’25 2026E 2026E 1Q
Slide 7: Transaction summary and key assumptions
Transaction summary and key assumptions Transaction summary Key assumptions ⚫ Deal price: HarborOne shareholders elect for each share $12.00 cash or 0.765x Eastern stock (subject to proration) ⚫ Cost saves: ~$55mm² or ~40% of HarborOne’s operating Cost savings non-interest expenses Consideration ⚫ C
Slide 8: Unlocks earnings potential and enhances returns
Unlocks earnings potential and enhances returns Confident in ability to Transaction results in meaningful EPS accretion post-close deliver on financial targets 2026E fully-synergized net income, $mm A• Accretion represents current market yields • Represents sustainable earnings in current B C rate e
Slide 9: Comprehensive due diligence and integration plan
Comprehensive due diligence and integration plan Diligence focus areas Process and integration timeline ⚫ Due diligence Commercial Credit Banking o In-depth review of Lending and Credit: Review of approximately 65% of the commercial loan portfolio outstanding, with a focus on the larger credits and
Slide 10: Summary highlights
Summary highlights Bolsters Greater Boston density, strengthens footprint south of the city, and expands into Rhode Island market Financially attractive and results in top quartile profitability Meaningful upside opportunities by delivering Eastern’s broader products and services in HarborOne’s mark
Slide 11: Appendix
Appendix x c x E 5 © =) §
Slide 12: Eastern is a seasoned acquiror and delivered on stated financial targets
Eastern is a seasoned acquiror and delivered on stated financial targets Assets, $bn Announced Executed Restructuring charge $30bn+ $64mm $47mm ✓ $30bn+ $30.7 Cost savings $37mm $37mm ✓ EPS accretion ~55% ~60% ✓ $25.6 $23.5 Sale of EIG $22.6 $21.1 IPO $16.0 Announced Executed Restructuring charge $7
Slide 13: Key transaction assumptions
Key transaction assumptions ⚫ ~40% of HarborOne’s operating non-interest expense base (~$55mm pre-tax) Synergies ⚫ 75% phase-in in the first half of 2026 and 100% thereafter One-time merger charges ⚫ Approximately $65mm pre-tax ($53mm after-tax) Core deposit intangibles ⚫ 3.00% of all non-time depos
Slide 14: Summary of fair value marks
Summary of fair value marks Impact to equity $mm Carrying value Fair value Pre-tax After-tax Amortization term Assets Total investment securities $285 $285 ($0) ($0) –¹ Net loans 4,772 4,538 (234) (181) 5 years Real-estate – – (4) (3) – Total ($238) ($185) Liabilities Deposits $4,619 $4,618 $1 $1 1
Slide 15: Purchase accounting summary
Purchase accounting summary Tangible book value per share impact $ millions Shares (mm) $ per share Eastern Standalone tangible book value (estimated at close) $2,700 209.8 $12.87 Pro forma Standalone Eastern tangible book value at close $2,700 209.8 (+) Estimated standalone HarborOne tangible book
Slide 16: Pro forma loans
Pro forma loans 1-4 family Other consumer C&I CRE Multifamily C&D 3% 3% 4% 14% 8% 13% 22% 24% 31% $18.2bn 9% $4.8bn $23.0bn¹ 25% 8% 28% 39% 4% 27% 13% 24% Yield on loans: 5.29% Yield on loans: 5.07% Yield on loans: 5.40%² Note: Financial data as of March 31, 2025; Figures may not total to 100% due t
Slide 17: Pro forma deposits
Pro forma deposits Noninterest-bearing Interest-bearing checking Money market Savings Time 15% 15% 18% 29% 32% 26% 8% 7% 10% $20.8bn $4.6bn $25.4bn¹ 19% 27% 26% 21% 20% 27% Cost of deposits: 1.48% Cost of deposits: 2.48% Cost of deposits: 1.62%² Note: Financial data as of March 31, 2025; Figures may
Slide 18: Forward-looking statements
Forward-looking statements Caution Regarding Forward-Looking Statements This presentation contains “forward-looking statements” within the meaning of section 27A of the Securities Act of 1933, as amended, and section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements
Slide 19: Additional information
Additional information No Offer or Solicitation This presentation is not a proxy statement or solicitation or a proxy, consent or authorization with respect to any securities or in respect of the proposed transaction and shall not constitute an offer to sell or a solicitation of an offer to buy the
Slide 20: GOOD INVESTS. GOOD ADVISES. GOOD LENDS. GOOD HELPS FEED HUNGRY KIDS. GOOD FUELS THE
GOOD INVESTS. GOOD ADVISES. GOOD LENDS. GOOD HELPS FEED HUNGRY KIDS. GOOD FUELS THE HUNGRY STARTUP. GOOD HELPS KIDS LEARN TO PAINT. AND DANCE. AND REALIZE HOW SPECIAL THEY ARE. GOOD BUILDS PLAYGROUNDS. AND REBUILDS LIVES. GOOD INSURES. GOOD ENDURES. GOOD FIGHTS DISCRIMINATION. GOOD STANDS UP FOR EQU
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