Investor Presentaiton
Transaction Assumptions
Earnings
Consensus earnings estimates for both companies
•
~$6.1 million, or 35.0% of AMRB's standalone noninterest expense base
Cost Savings
• 25% phase-in during 2021, 90% phase-in during 2022, and 100% thereafter
Transaction Expenses
$9.5 million after-tax or 7.1% of aggregate deal value
•
Total gross credit mark of $6.6 million, or 1.56% of AMRB's loan portfolio (excl. PPP)
Fair Market Value
Adjustments
- $0.3 million, or 4.7% of total gross credit mark associated with purchase credit deteriorated
("PCD") loans, recorded into ACL (5.00% of estimated PCD loans)
- $6.3 million, or 95.3% of gross loan credit mark associated with non-PCD loans, recorded as a
discount to loan value; amortized into earnings over 4 years (1.52% of non-PCD loans)
Provision expense of $6.3 million to be taken immediately after close, included in pro forma
tangible book value
Positive loan interest rate mark of $5.2 million or 1.25% of AMRB's loan portfolio (excl. PPP);
amortized from earnings straight-line over 4 years
• AOCI netted for fair market value reduction of $1.5 million pretax; amortized into earnings straight
line over 4 years
Fixed asset write-up $1.3 million on AMRB's Healdsburg branch; 50% depreciated straight-line
over 25 years
Core Deposit
Intangibles
Bank of Marin Bancorp
American
River
Bankshares
•
~$3.4 million, or 0.50% of AMRB's non-time deposits
Amortized sum-of-the-year digits over 10 years
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