Summary of CVB Financial and Heritage Commerce Corp Merger Conference Call Company and Industry - **Companies Involved**: CVB Financial Corporation and Heritage Commerce Corp - **Industry**: Banking, specifically focused on business banking Core Points and Arguments 1. **Merger Announcement**: The call discusses the definitive merger agreement between CVB Financial Corporation and Heritage Commerce Corp, marking a significant strategic acquisition for CVB Financial [2][4] 2. **Strategic Importance**: This merger is described as the largest by asset size in CVB's history, aimed at expanding into the Bay Area, a key strategic objective [4][5] 3. **Financial Projections**: - Projected return on average assets for 2027 is 1.5% - Projected return on average tangible common equity is approximately 17% [4] - Expected earnings per share (EPS) accretion of 13.2% in 2027 and an internal rate of return above 20% [5][7] - Anticipated tangible book value dilution of 7.7% with a projected earnback of 2.5 years [5][8] 4. **Transaction Details**: - The merger is a 100% stock deal with a fixed exchange ratio of 0.65 CVBF shares for each Heritage share - Total deal value is approximately $811 million based on recent stock prices [8] - Pricing multiples are 12.6 times 2027 EPS and 1.51 times Heritage's tangible book value [9] 5. **Cost Savings and Synergies**: Expected to achieve approximately 35% cost savings, with potential revenue synergies not yet modeled into financial metrics [9] 6. **Capital Position**: Pro forma company estimated to have a Common Equity Tier 1 (CT1) ratio of 14.6% at close, allowing for continued capital returns to shareholders through dividends and share repurchases [10] Additional Important Insights 1. **Cultural Fit**: Both companies share a similar culture focused on small and medium business customers, emphasizing pristine credit quality and low-cost deposits [6] 2. **Integration Strategy**: The management teams from both banks have extensive experience in mergers, and there is a strong commitment to ensuring a smooth integration process [29][31] 3. **Market Opportunities**: The merger is expected to enhance the ability to compete with larger banks, particularly in the Bay Area, by leveraging a larger balance sheet and expanded product offerings [55] 4. **Credit Quality**: Both banks have a strong credit culture, and due diligence revealed that Heritage's credit quality aligns well with CVB's standards [45][47] 5. **Future M&A Appetite**: Post-integration, the management will evaluate future M&A opportunities, but the immediate focus will be on successfully merging the two organizations [14][36] This summary encapsulates the key points discussed during the conference call regarding the merger between CVB Financial and Heritage Commerce Corp, highlighting the strategic, financial, and operational aspects of the transaction.

Financial Data and Key Metrics Changes - Adjusted earnings per share for the second quarter were $0.43, exceeding expectations, reflecting stronger-than-expected sales and gross margin performance [13] - Consolidated net sales for the quarter were $955 million, down 1.6% year over year on a reported basis and 2.5% lower organically [13] - Consolidated gross margin was 39%, including approximately $1 million in net tariff-related costs [14] - Operating cash flow generated was $65 million, with liquidity at $548 million [14] Business Line Data and Key Metrics Changes - North America contract segment net sales were $509 million, down 3.1% year over year, with orders increasing to $507 million, up 4.8% from the prior year [16] - International contract segment net sales were $171 million, down 6.3% on a reported basis, with orders rising to $162 million, up 6.6% [17] - Global retail segment net sales were $276 million, up 4.7% on a reported basis, with orders improving to $304 million, up 6% year over year [18] Market Data and Key Metrics Changes - Orders in North America retail increased 8%, with comparable sales growth also up 8% [6] - During the holiday cyber promotional period, orders rose 12% compared to the same period last year [7] - Total healthcare orders were up 5% year to date, indicating strong demand in resilient sectors [10] Company Strategy and Development Direction - The company is focused on expanding its retail footprint, delivering innovative products, and deepening customer engagement globally [5] - Plans to open 14-16 new stores in the US for the full fiscal year, aiming to double the DWR and Herman Miller store footprint over the next several years [8] - The strategy includes leveraging supply chain strength, with approximately 70% of North America retail's cost of goods sourced from the U.S. [9] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism based on solid order growth across all segments and encouraging signals in the market [11] - The return-to-office trend is positively impacting demand for commercial real estate and contract furniture [10] - Management highlighted the importance of innovation and partnerships in driving future growth [11] Other Important Information - The company announced the consolidation of its Muskegon, Michigan facility, expected to deliver $10 million in annual run rate savings by fiscal 2028 [15] - The company is focused on maintaining a strong balance sheet while balancing investments and growth [15] Q&A Session Summary Question: Insights on second quarter performance and expectations - Management noted that gross margin exceeded expectations due to channel and product mix, along with effective pricing realization [22][23] Question: Order trends and pipeline insights - Orders were consistent across all businesses, with mid-single-digit growth observed in the first weeks of the new quarter [24][25] Question: Geographic and industry strength - Strong demand was noted in the Bay Area, Southern California, and the Northeast Coast, with energy and professional services industries being particularly active [27] Question: Impact of AI on demand - Management indicated that while the impact of AI on workspaces is still minimal, future productivity gains are anticipated [29] Question: Expectations for the contract business in Q3 - Orders in North America contract were up about 5% on an organic basis, with expectations of continued mid-single-digit growth [34] Question: Retail growth drivers - Brand awareness and store openings were highlighted as key factors driving retail growth, with marketing spend remaining consistent year over year [39][40] Question: Roadmap for doubling store count - Plans to open 14-16 stores annually were confirmed, with expectations of improved operating income from new store investments in the upcoming fiscal year [49][50]

Financial Data and Key Metrics Changes - Gross profit improved to 29.2% in fiscal year 2025 compared to 28% in the prior fiscal year, driven by higher revenue and favorable manufacturing overhead rates [2] - Operating income increased by $2.3 million, or 47.9%, to $7.1 million in fiscal year 2025 from $4.8 million in fiscal year 2024 [3] - Net income applicable to common shareholders rose to $5.1 million in fiscal year 2025 from $3.8 million in fiscal year 2024, an increase of $1.3 million [3] - Adjusted EBITDA increased by $2.3 million to $8 million during the 12 months ended September 28, 2025, compared to $5.7 million in the prior year [4] Business Line Data and Key Metrics Changes - The company booked $36.2 million in new orders during the 12 months ended September 28, 2025, a 0.5% decrease from $36.4 million in the prior year [4] - Backlog as of September 28, 2025, was $39.1 million, down from $44.2 million as of September 29, 2024 [4] Market Data and Key Metrics Changes - Reduced demand attributed to delays in government contracts, including ARC3 Abrams replenishment contracts and the BNVG Night Vision Goggle program, impacting orders in the last three months of fiscal year 2025 [5] Company Strategy and Development Direction - The company aims to continue double-digit growth while exploring new opportunities, including the production of the Lightweight Transit and driver periscope assembly for the XM30 [11] - A strategic review identified key personnel and equipment to enhance product capabilities in reticles, coatings, and optical assembly [10] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about resolving government funding issues by the end of January 2026, despite current uncertainties [5] - The transition of leadership from Danny Schoening to Chad George was described as well-planned, with a focus on maintaining business performance [12][16] Other Important Information - Danny Schoening resigned as CEO, with Chad George appointed as his successor effective December 20, 2025, while Schoening remains as Chairman of the Board [6][7] Q&A Session Summary Question: Concerns about the transition period following the CEO's departure - Management clarified that the transition was planned over several months, ensuring a smooth handover of responsibilities [15][16]

Financial Data and Key Metrics Changes - Revenue for Q3 2025 was $32.6 million, reflecting a 432% increase year-over-year and a 101% increase sequentially compared to Q2 2025 [4][18] - Adjusted EBITDA improved sequentially to negative $19.2 million, a $500,000 improvement from Q2 2025 [22] - The company expects revenue to exceed $180 million in fiscal year 2026, with a commitment to achieve positive adjusted EBITDA by the end of Q4 2026 [4][29] Business Line Data and Key Metrics Changes - Platform revenue totaled $19.8 million, up 127% sequentially, driven by strong advertising revenue from Masterworks [20] - Platform Solutions revenue was $12.7 million, up 71% sequentially, supported by strong performance from Masterworks and Midwestern [20][22] - The company anticipates that the acquisition of Westfall Gold will contribute approximately $20 million in revenue in fiscal year 2026 [12][29] Market Data and Key Metrics Changes - The company secured 20 customers expected to contribute over $1 million in annual contract revenue, indicating strong customer momentum [15] - The total addressable market for network capability providers is estimated to be around $60 billion, indicating significant growth potential [58] Company Strategy and Development Direction - Gloo aims to build a leading technology platform serving the faith and flourishing ecosystem, focusing on both churches and network capability providers [5][6] - The company is committed to leveraging strategic acquisitions to enhance its offerings and deepen its market presence [8][29] - Gloo is developing vertical-specific, values-aligned AI capabilities to serve the unique needs of its ecosystem [12][13] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the strong demand across the platform and the positive trajectory of revenue growth [4][25] - The company is focused on building a scalable business while managing costs responsibly, with expectations for significant sequential improvement in adjusted EBITDA starting in Q1 2026 [29][30] - Management highlighted the importance of maintaining discipline in M&A activities to ensure strategic alignment and profitability [78][79] Other Important Information - The company has recently closed two acquisitions, Igniter and XRI Global, which are expected to enhance its capabilities and revenue potential [8][12] - Gloo's IPO added approximately $72.3 million to its balance sheet, significantly strengthening its financial position [24] Q&A Session Summary Question: Can you walk through what the $1 million customers are buying? - Management indicated that the $1 million customers are primarily utilizing Gloo 360 for advanced technology infrastructures and Masterworks for donor engagement [34][35] Question: What factors affect the speed of revenue realization from these deals? - Management noted that proof points in various categories have accelerated deal closures, leading to faster revenue realization [37][38] Question: How much synergy realization is expected from recent acquisitions? - Management stated that synergy realizations will play a significant role in achieving profitability, with ongoing efforts to integrate and optimize across acquisitions [40][42] Question: What investments are being made in Gloo 360? - Management highlighted investments in sales capacity, staff integration from acquired companies, and targeted capabilities in SaaS applications and AI [46][48] Question: How should growth from upsell and conversion be viewed for 2026? - Management indicated a balanced approach between upselling existing customers and acquiring new customers, with a focus on organic growth [67][71]

Financial Data and Key Metrics Changes - Gross profit improved to 29.2% in fiscal year 2025 compared to 28% in the prior fiscal year, driven by higher revenue and favorable manufacturing overhead rates [2] - Operating income increased by $2.3 million, or 47.9%, to $7.1 million in fiscal year 2025, primarily due to increased gross profit [3] - Net income applicable to common shareholders rose to $5.1 million in fiscal year 2025 from $3.8 million in the prior year, an increase of $1.3 million [3] - Adjusted EBITDA increased by $2.3 million to $8 million during the 12 months ended September 28, 2025, compared to $5.7 million in the previous year [4] Business Line Data and Key Metrics Changes - The company booked $36.2 million in new orders during the 12 months ended September 28, 2025, a 0.5% decrease from $36.4 million in the prior year [4] - Backlog as of September 28, 2025, was $39.1 million, down from $44.2 million as of September 29, 2024 [4] Market Data and Key Metrics Changes - Reduced demand attributed to delays in government contracts, including ARC3 Abrams replenishment contracts and the BNVG Night Vision Goggle program, impacting orders in the last three months of fiscal year 2025 [5] Company Strategy and Development Direction - The company aims to continue double-digit growth while exploring new opportunities, including the production of the Lightweight Transit and driver periscope assembly for the XM30 [11] - A strategic review identified key personnel and equipment to enhance product capabilities in reticles, coatings, and optical assembly [10] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about resolving government funding issues by the end of January 2026, despite uncertainties beyond that date [5] - The transition of leadership from Danny Schoening to Chad George was described as well-planned, with a focus on maintaining the company's strong position [12][16] Other Important Information - Danny Schoening resigned as CEO, with Chad George appointed as his successor effective December 20, 2025, while Schoening remains as Chairman of the Board [6][7] Q&A Session Summary Question: Concerns about the transition period following the CEO's departure - Management clarified that the transition was planned over several months, ensuring a smooth handoff despite external perceptions of a quick change [15][16]

Financial Data and Key Metrics Changes - Adjusted earnings per share for the second quarter were $0.43, exceeding expectations, reflecting stronger-than-expected sales and gross margin performance [13] - Consolidated net sales for the quarter were $955 million, down 1.6% year-over-year on a reported basis and 2.5% lower organically [13] - Consolidated net sales for the first half of the fiscal year reached $1.9 billion, up 4% year-over-year [13] - Second quarter consolidated gross margin was 39%, including approximately $1 million in net tariff-related costs [14] - Operating cash flow generated was $65 million, with liquidity at $548 million and a net debt-to-EBITDA ratio of 2.87x [15] Business Line Data and Key Metrics Changes - North America contract segment net sales were $509 million, down 3.1% year-over-year, while orders increased to $507 million, up 4.8% from the prior year [16] - International contract segment net sales were $171 million, down 6.3% on a reported basis, with orders rising to $162 million, up 6.6% [17] - Global retail segment net sales were $276 million, up 4.7% on a reported basis, with orders improving to $304 million, up 6% year-over-year [17][18] Market Data and Key Metrics Changes - Orders in North America retail increased 8%, with comparable sales growth also up 8% [6] - During the holiday cyber promotional period, orders rose 12% compared to the same period last year [7] - Total healthcare orders were up 5% year-to-date, indicating strong demand in resilient sectors [10] Company Strategy and Development Direction - The company is focused on expanding its retail footprint, delivering innovative products, and deepening customer engagement globally [5] - Plans to open 14-16 new stores in the U.S. for the full fiscal year, aiming to double the DWR and Herman Miller store footprint over the next several years [8] - The strategy includes leveraging a strong supply chain, with approximately 70% of North America retail's cost of goods sourced from the U.S. [9] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism based on execution and accomplishments in the first half of the fiscal year, with encouraging signals for continued growth [11] - The return-to-office trend is positively impacting demand for commercial real estate and contract furniture [10] - Management noted that the impact of AI on workspace design is still minimal but is being considered for future planning [30] Other Important Information - The company announced the consolidation of its Muskegon, Michigan facility, expected to deliver $10 million in annual run rate savings by fiscal 2028 [15] - Management emphasized the importance of operational excellence and scaling innovation as part of their strategic priorities [66] Q&A Session Summary Question: Insights on second quarter performance and expectations - The gross margin exceeded expectations due to channel and product mix, along with effective tariff mitigation strategies [23] Question: Order trends during the quarter - Orders were consistent across all businesses, with organic growth of 4.5% [25] Question: Geographic and industry strength - Strong performance noted in the Bay Area, Southern California, and the Northeast Coast, with healthcare as a growth driver [27] Question: Expectations for the contract business in Q3 - Orders in North America contract were up about 5% on an organic basis, with a positive outlook for the second half of the year [35] Question: Retail growth dynamics - Brand awareness and assortment expansion contributed to strong retail performance, with average order value increasing year-on-year [47] Question: Capital allocation and leverage targets - The company aims to reduce its leverage ratio to the 2 to 2.5 range while maintaining dividends and share repurchases [62]

Financial Data and Key Metrics Changes - Revenue for Q3 2025 was $32.6 million, reflecting a 432% increase year-over-year and a 101% increase sequentially compared to Q2 2025 [14][4] - Adjusted EBITDA improved sequentially to negative $19.2 million, a $500,000 improvement from Q2 2025 [16] - The company expects revenue to exceed $180 million in fiscal year 2026, with a commitment to achieve positive adjusted EBITDA by the end of Q4 2026 [4][21] Business Line Data and Key Metrics Changes - Platform revenue totaled $19.8 million, up 127% sequentially, driven by advertising revenue from Masterworks [15] - Platform solutions revenue was $12.7 million, up 71% sequentially, supported by strong performance from Masterworks and Midwestern [15] - The company has secured 20 customers expected to contribute over $1 million in annual contract revenue, indicating strong demand for Gloo 360 and Masterworks offerings [11][25] Market Data and Key Metrics Changes - The company serves over 315,000 churches and more than 100,000 not-for-profit organizations in the U.S., indicating a large and fragmented market [5][6] - The total addressable market for network capability providers is estimated to be around $60 billion, providing significant growth opportunities [50] Company Strategy and Development Direction - Gloo aims to build a leading technology platform for the faith and flourishing ecosystem, focusing on both churches and network capability providers [5][6] - Recent acquisitions, including Igniter and Westfall Gold, are intended to enhance the platform's capabilities and drive revenue growth [7][8] - The company is committed to leveraging AI to serve the unique needs of its ecosystem, with a focus on values-aligned AI [9][10] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's growth trajectory, citing strong demand across the platform and the impact of recent acquisitions [14][21] - The company anticipates continued improvement in adjusted EBITDA and revenue growth, with a robust pipeline of M&A opportunities [21][22] - Management emphasized the importance of disciplined execution and transparency in achieving long-term goals [24] Other Important Information - The company had $15.1 million in cash and cash equivalents as of October 31, 2025, bolstered by a $72.3 million IPO [17] - The company expects to close the Westfall Gold acquisition before the fiscal year ends on January 31, 2026, contributing approximately $20 million in revenue for fiscal year 2026 [9][18] Q&A Session Summary Question: What are the 20 customers contributing over $1 million in annual contract value buying? - The customers are purchasing a mix of Gloo 360 offerings and services from Masterworks, which help organizations enhance donor engagement and technology infrastructure [25][27] Question: What factors affect the speed of turning deals into revenue? - The sales pipeline is robust, with acceleration seen in categories like Bible translation and university segments, leading to faster deal closures [29][30] Question: How much synergy realization is expected from recent acquisitions? - Synergy realization will play a significant role in achieving profitability, with ongoing efforts to integrate and optimize across acquisitions [32][33] Question: What investments are being made in Gloo 360? - Investments are focused on increasing sales capacity, integrating acquired talent, and enhancing service delivery capabilities [38][39] Question: Are there any capacity issues in AI efforts? - Currently, there are no capacity issues, but the company is planning to ensure sufficient capacity to meet future demands [44] Question: How many customers have the potential to become million-dollar customers? - There is a significant opportunity among existing and potential customers, particularly among network capability providers [47][50] Question: How do Masterworks and Westfall Gold complement each other? - Masterworks nurtures smaller donors while Westfall Gold focuses on major donors, creating a synergistic relationship that enhances donor engagement [52] Question: What is the M&A strategy moving forward? - The company will remain disciplined and strategic in acquisitions, focusing on those that are accretive to revenue and EBITDA [55][71]

Financial Data and Key Metrics Changes - Revenue for Q3 2025 was $32.6 million, reflecting a 432% increase year-over-year and a 101% increase sequentially compared to Q2 2025 [4][13] - Adjusted EBITDA improved sequentially to negative $19.2 million, a $500,000 improvement from Q2 2025 [15][19] - The company expects revenue to exceed $180 million in fiscal year 2026, with a commitment to achieving positive adjusted EBITDA by the end of Q4 2026 [4][20] Business Line Data and Key Metrics Changes - Platform revenue totaled $19.8 million, up 127% sequentially, driven by advertising revenue from Masterworks [14] - Platform solutions revenue was $12.7 million, up 71% sequentially, supported by strong performance from Masterworks and Midwestern [15] - The company has secured 20 customers expected to contribute over $1 million in annual contract revenue, indicating strong demand across its offerings [11][24] Market Data and Key Metrics Changes - The company serves over 315,000 churches and more than 100,000 not-for-profit organizations in the U.S., indicating a large and fragmented market [5][6] - The total addressable market for network capability providers is estimated to be around $60 billion, highlighting significant growth potential [42] Company Strategy and Development Direction - Gloo aims to build a leading technology platform for the faith and flourishing ecosystem, focusing on both churches and network capability providers [5][6] - Recent acquisitions, including Igniter and XRI Global, are intended to enhance the platform's capabilities and accelerate growth [7][9] - The company is committed to harnessing technology for good, with a focus on developing values-aligned AI solutions [10][12] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's growth trajectory, citing strong customer momentum and a robust sales pipeline [10][11] - The company anticipates continued strong demand across its platform, despite seasonal slowdowns in December and January [16] - Management emphasized a disciplined approach to M&A, focusing on strategic acquisitions that are accretive to revenue and EBITDA [49][62] Other Important Information - The company has a strong cash position with $15.1 million in cash and cash equivalents, bolstered by a recent IPO that raised approximately $72.3 million [16] - The company plans to close the acquisition of Westfall Gold, which is expected to contribute approximately $20 million in revenue in fiscal year 2026 [9][17] Q&A Session Summary Question: What are the new customers buying? - Management indicated that customers are purchasing multi-product and multi-service offerings, particularly Gloo 360 and Masterworks, which provide advanced technologies and donor engagement solutions [23][24] Question: What is the pace of revenue realization from new deals? - Management noted that the sales pipeline is accelerating, with quicker deal closures observed in categories like Bible translation and university segments [26][27] Question: How much synergy realization is expected from acquisitions? - Management stated that synergy realization will play a significant role in achieving adjusted EBITDA profitability, with ongoing efforts to integrate and optimize across acquisitions [29][30] Question: What investments are being made in Gloo 360? - Investments are focused on increasing sales capacity, enhancing service delivery capabilities, and augmenting AI and security services [33][35] Question: How should growth be expected from upsell versus new customers? - Management indicated a balanced approach, with growth expected from both upselling existing customers and acquiring new customers, particularly in the Gloo 360 segment [52][55]

INVESTOR PRESENTATION Gorilla Technology Group, Inc. (NASDAQ : GRRR) December 2025 Disclaimers Disclaimer This investor presentation (this "Presentation") is for informational purposes only. The information contained herein does not purport to be all-inclusive and none of Gorilla Technology Group Inc. ("the Company") or its respective affiliates makes any representation or warranty, express or implied, as to the accuracy, completeness or reliability of the information contained in this Presentation. The Com ...

Financial Data and Key Metrics Changes - The gross profit improved to 29.2% in fiscal year 2025 compared to 28% in the prior fiscal year, attributed to higher revenue and favorable manufacturing overhead rates [2] - Operating income increased by $2.3 million, or 47.9%, to $7.1 million for the year ended September 28, 2025, compared to $4.8 million in the previous year [3] - Net income applicable to common shareholders rose to $5.1 million from $3.8 million, an increase of $1.3 million, primarily due to increased operating income [3] - Adjusted EBITDA increased by $2.3 million to $8 million during the 12 months ended September 28, 2025, compared to $5.7 million in the prior year [4] Business Line Data and Key Metrics Changes - The company booked $36.2 million in new orders during the 12 months ended September 28, 2025, a 0.5% decrease from $36.4 million in the prior year [4] - Backlog as of September 28, 2025, was $39.1 million, down from $44.2 million as of September 29, 2024 [4] Market Data and Key Metrics Changes - A portion of the reduced demand is attributed to delays in government contracts, including the ARC3 Abrams replenishment contracts and the BNVG Night Vision Goggle program, which were expected during fiscal year 2025 [5] - The delay in passing the annual congressional appropriations bill has negatively impacted orders during the last three months of fiscal year 2025 [5] Company Strategy and Development Direction - The company aims to continue its growth trajectory with plans for double-digit growth while exploring new opportunities [11] - The strategic review identified key personnel and equipment to enhance product capabilities in reticles, coatings, and optical assembly [10] - The company is set to start production of new products, including the Lightweight Transit and driver periscope assembly for the XM30 [11] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about resolving government funding issues by the end of January 2026, despite current uncertainties [5] - The transition of leadership from Danny Schoening to Chad George was described as well-planned, with a focus on maintaining business continuity and performance [12][17] Other Important Information - Danny Schoening resigned as CEO, with Chad George appointed as his successor effective December 20, 2025 [6] - The board increased the total number of board seats from four to five following the leadership transition [6] Q&A Session Summary Question: Concerns about the transition period following the CEO's departure - Management clarified that the transition was planned over several months, ensuring a smooth handover of responsibilities [16][17]