Transaction Overview - CVBF will acquire Heritage Commerce in a 100% stock transaction with a fixed exchange ratio of 0.6500x CVBF shares for each HTBK share[29] - The deal is valued at $811 million, or $1300 per Heritage Commerce share[29] - Pro forma ownership will be approximately 77% CVBF and 23% Heritage Commerce[29] Financial Impact - The acquisition is expected to result in 132% EPS accretion for CVBF by 2027E[29, 45] - The transaction is expected to cause a (77%) tangible book value per share dilution, with an earnback period of 25 years[11, 29, 43] - The deal is projected to yield a 150% ROAA and 168% ROATCE by 2027E[11] Strategic Rationale - The merger will expand CVBF's presence into the desirable Bay Area markets[1, 11] - Heritage Commerce is the 2 mid-sized bank in the Bay Area by deposits, with $48 billion[19] - The combined bank will become the 5 mid-sized bank in California[19] Key Assumptions - The deal includes estimated cost savings of 35% of Heritage Commerce's 2027E operating noninterest expense, which is approximately $43 million[31] - One-time expenses are estimated at approximately $75 million pre-tax[31]

Transaction Overview - CVBF will acquire Heritage Commerce in a 100% stock transaction with a fixed exchange ratio of 0.6500x CVBF shares for each HTBK share[29] - The deal is valued at $811 million, or $1300 per Heritage Commerce share[29] - Pro forma ownership will be approximately 77% CVBF and 23% Heritage Commerce[29] Financial Impact - The acquisition is expected to result in 132% EPS accretion for CVBF by 2027E[29, 45] - The transaction is expected to cause a (77%) tangible book value per share dilution, with an earnback period of 25 years[11, 29, 43] - The deal is projected to yield a 150% ROAA and 168% ROATCE by 2027E[11] Strategic Rationale - The merger will expand CVBF's presence into the desirable Bay Area markets[1, 11] - Heritage Commerce is the 2 mid-sized bank in the Bay Area by deposits, with $48 billion[19] - The combined bank will become the 5 mid-sized bank in California[19] Key Assumptions - The deal includes estimated cost savings of 35% of Heritage Commerce's 2027E operating noninterest expense, which is approximately $43 million[31] - One-time expenses are estimated at approximately $75 million pre-tax[31]

Core Insights - Bigbank's total gross loan portfolio reached a record high of 2.44 billion euros, increasing by 141 million euros (+6%) quarter on quarter and 537 million euros (+28%) year on year, primarily driven by business and home loans [1] - The bank's net profit for the first half of 2025 was 18.7 million euros, with a second-quarter profit of 8.9 million euros, reflecting a slight decrease of 0.5 million euros (-5%) compared to the same quarter in 2024 [3][17] - The deposit portfolio grew by 96 million euros (+4%) quarter on quarter and 393 million euros (+17%) year on year, reaching 2.65 billion euros, with significant growth in savings deposits [2][18] Loan Portfolio - The business loan portfolio increased by 54 million euros (+7%) to 862 million euros, while the home loan portfolio rose by 53 million euros (+8%) to 717 million euros [1] - The consumer loan portfolio saw a modest increase of 19 million euros (+2%) to 860 million euros [1] - Business loans became the largest credit product line in terms of portfolio size for the first time in Bigbank's history [1] Deposit Portfolio - The savings deposit portfolio grew by 154 million euros to 1.3 billion euros (+13%), while the term deposit portfolio decreased by 59 million euros to 1.34 billion euros [2] - The current accounts for retail customers in Estonia totalled 3.4 million euros, with all holders earning interest at a competitive rate of 2% [2][19] Financial Performance - Interest income for the second quarter amounted to 45.2 million euros, an increase of 1.8 million euros (+4%) year on year [4] - Net interest income grew by 1.2 million euros (+5%) year on year to 25.7 million euros [4] - The net allowance for expected credit losses decreased to 1.4 million euros, down 4.4 million euros year on year, indicating improved loan portfolio quality [5][17] Operational Developments - Bigbank's employee count reached 613, with salary expenses for the second quarter totaling 8.2 million euros, up 1.8 million euros year on year (+28%) [6] - The bank launched a mobile app for retail customers in Estonia, with plans to expand to Lithuania and Latvia [7][19] - Bigbank issued Additional Tier 1 (AT1) bonds totaling 2.44 million euros and increased the volume of a Tier 2 bond offering from 3 million euros to 6 million euros due to strong investor interest [9][10][20] Asset and Investment Portfolio - The value of the investment property portfolio was 72.3 million euros, with a notable decrease in the value of agricultural land in Estonia by 1.7 million euros (around 5%) [8] - Total assets surpassed 3 billion euros for the first time, reaching 3.1 billion euros as of 30 June 2025 [21]

Core Points - The Victory Bank is opening its second retail branch in Horsham, Pennsylvania, on April 1, 2025, emphasizing a customer-first approach with personalized service [1][2][3] - The new branch will provide direct interactions with bank representatives, avoiding automated systems, and maintaining a focus on customer needs [1][2][4] - The bank's expansion aims to enhance its community presence and serve more customers while continuing to offer customized financial solutions [3][4][5] Company Overview - Founded in 2008, The Victory Bank is a Pennsylvania state-chartered commercial bank headquartered in Limerick Township, offering a range of banking services including checking and savings accounts, home equity lines of credit, and personal loans [6] - The bank specializes in high-quality business lending, catering to small and mid-sized businesses and professionals, with a commitment to meeting local financial needs [6] Branch Details - The new branch is located at 100 Gibraltar Road, Horsham, PA 19044, and aims to bring the bank's signature customer experience closer to the community [3] - A grand opening celebration is planned for June 2–6, 2025, featuring promotions and opportunities for community engagement [4]