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Investor Presentaiton

Attractive Financial Profile Valuation Consideration Impact on Capital Synergies and Costs Accretion • . • • • Purchase price based on the book value of equity plus a premium Favourable premium compared to recent comparable transactions Issuing $225 million of subscription receipts at $51.70. The subscription receipts will be exchangeable into common shares of the Bank upon closing of the acquisition Bank's current liquidity position to fund remainder of the assets Based on anticipated assets at the close of the transaction and giving effect to the related equity issuance, it is expected that the Bank's pro forma CET1 ratio would be maintained within the guided 7.8% to 8.2% range Revenue synergies anticipated to be realized over time through cross-selling between existing NCF / LBC customers Approximately $6 million of transaction and integration costs are currently expected with a substantial portion to be incurred by the end of calendar 2017 Attractive margins that should be accretive, with the Bank's lower cost of funds expected to have a positive impact on Northpoint's margins ⚫ Bank believes this acquisition will be accretive to its EPS in the first full year of operation and by approximately 4% in 2019 10
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