UNITED STATES |
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SECURITIES AND EXCHANGE COMMISSION |
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Washington, D.C. 20549 |
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SCHEDULE 14A INFORMATION |
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Proxy
Statement Pursuant to Section 14(a) of |
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Filed by the Registrant x |
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Filed by a Party other than the Registrant o |
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Check the appropriate box: |
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Preliminary Proxy Statement |
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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Definitive Proxy Statement |
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Definitive Additional Materials |
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Soliciting Material Pursuant to §240.14a-12 |
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BANCORP RHODE ISLAND, INC. |
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(Name of Registrant as Specified In Its Charter) |
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant) |
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Payment of Filing Fee (Check the appropriate box): |
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No fee required. |
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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Title of each class of securities to which transaction applies: |
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Aggregate number of securities to which transaction applies: |
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): |
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Proposed maximum aggregate value of transaction: |
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Total fee paid: |
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Fee paid previously with preliminary materials. |
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
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Amount Previously Paid: |
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Form, Schedule or Registration Statement No.: |
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Date Filed: |
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On April 15, 2008, Bancorp Rhode Island, Inc. delivered the following presentation to certain of its shareholders.
Investor Presentation April 2008 |
Forward Looking Statements Certain statements contained in this presentation are Forward Looking Statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward Looking Statements may be identified by the use of forward looking terminology such as may, believes, intends, expects, and anticipates or similar terms or variations of these terms. Actual results could differ materially from those set forth in Forward Looking Statements due to a variety of factors including, without limitation, competition, interest rate risk, credit risk, political and economic conditions and regulatory issues. Further information on these risk factors is included in our Annual Report on Form 10-K and other filings with the Securities and Exchange Commission. IMPORTANT INFORMATION Bancorp Rhode Island, Inc. (BancorpRI) filed a definitive proxy statement in connection with its 2008 annual meeting of shareholders with the Securities and Exchange Commission on April 3, 2008. BancorpRI shareholders are strongly advised to read the proxy statement and the accompanying WHITE proxy card when they become available, as they will contain important information. Shareholders are able to obtain additional copies of BancorpRIs definitive proxy statement and any other documents filed by BancorpRI with the Securities and Exchange Commission for free at the Internet website maintained by the Securities and Exchange Commission at www.sec.gov. Copies of BancorpRIs definitive proxy statement are also available for free at BancorpRIs Internet website at www.bankri.com or by writing to Bancorp Rhode Island, Inc., One Turks Head Place, Providence, Rhode Island 02903, Attention: Investor Relations. In addition, copies of BancorpRIs proxy materials may be requested by contacting our proxy solicitor, Laurel Hill Advisory Group, LLC 888-742-1305 toll free. INFORMATION REGARDING PARTICIPANTS Detailed information regarding the names, affiliations and interests of individuals who are participants in the solicitation of proxies of BancorpRIs shareholders is available in BancorpRIs definitive proxy statement filed with the Securities and Exchange Commission on April 3, 2008. Revised 4/11/08 |
Solid earnings growth Experienced management team Dedication to patient and prudent investing Attractive commercial market niche Nimble and responsive to environment Limited exposure to market risks Superior track record of long-term value creation for shareholders Bancorp Rhode Island |
Formed in March 1996 $1.5 billion commercial bank NASDAQ listed (since 1998): BARI 16 branches in Greater Providence area Headquartered in Providence, state capital Approximately 75% of RIs population, jobs and businesses are located in Greater Providence area Profile Information presented as of 12/31/07 unless otherwise noted. |
Solid net income and earnings per share Net income increased 17% Diluted earnings per share up 17% to $1.84 Growth of high yielding, high quality commercial assets Commercial loans up 10% Deposits stayed constant, despite market environment Shareholders benefited from proactive capital management Increased stock repurchase plan Repurchased 305,200 shares, or 6% of common stock as of YE 07 Increased quarterly dividend from $0.15 to $0.16 per share Executed Against 2007 Priorities Accomplishments Result from Consistent Focus on Core Strategies |
Year-over-Year Earnings Growth 2006-2007 Century Bancorp 67.75% Peoples United 21.53% Berkshire Hills 20.17% BancorpRI 17.30% Camden National 0.03% Washington Trust -4.92% Citizens Finl Group1 -9.00% Rockland Trust -13.61% Brookline Bancorp -14.75% Webster -27.67% Bank of America -29.11% NewAlliance -51.28% Sovereign -1,085.50% 2007 ROE Camden National 18.34% Washington Trust 13.48% Rockland Trust 12.93% Bank of America 10.96% BancorpRI 7.87% Century Bancorp 7.05% Webster 5.22% Berkshire Hills 4.75% Peoples United 4.21% Brookline Bancorp 3.23% NewAlliance 1.69% Sovereign -15.40% Citizens Finl Group1 N/A Source: SNL Interactive website. 1. Earnings reported in the Providence Journal, February 29, 2008. Strong Performance in 2007 BancorpRIs Financial Performance Among the Best in Region |
Total Deposits (In Millions) $9.0 $10.8 $0.0 $2.0 $4.0 $6.0 $8.0 $10.0 $12.0 2006 2007 $574 $520 $0 $150 $300 $450 $600 $750 2006 2007 Commercial Loans (In Millions) $38.7 $38.0 $0.0 $10.0 $20.0 $30.0 $40.0 $50.0 2006 2007 2006 and 2007 Results Noninterest Income (In Millions) Noninterest Expense (In Millions) $1,016 $1,015 $382 $374 $634 $641 $0 $200 $400 $600 $800 $1,000 $1,200 2006 2007 Checking and Savings CDs |
Consistently Superior Shareholder Returns 17.64% 14.58% 10.46% 9.95% 8.45% 8.04% 5.67% 3.76% 2.68% 1.46% N/A N/A Peoples United BancorpRI Brookline Bancorp Rockland Trust Camden National Bank of America Washington Trust Sovereign Webster Century Bancorp NewAlliance Berkshire Hills 35.95% 13.47% 11.09% 9.61% 9.17% 8.14% 6.56% 3.54% 3.35% 3.10% -1.75% N/A Peoples United BancorpRI Camden National Washington Trust Bank of America Rockland Trust Sovereign Berkshire Hills Brookline Bancorp Webster Century Bancorp NewAlliance 19.08% 1.40% -0.80% -1.81% -2.16% -2.53% -5.82% -9.22% -9.59% -9.62% -10.56% -10.91% Peoples United Bank of America BancorpRI Washington Trust Camden National Rockland Trust NewAlliance Berkshire Hills Brookline Bancorp Century Bancorp Webster Sovereign -6.75% -13.86% -17.84% -18.86% -19.78% -20.75% -22.74% -24.65% -28.53% -32.54% -36.40% -54.37% Washington Trust Peoples United Brookline Bancorp Bank of America BancorpRI Berkshire Hills Rockland Trust Century Bancorp NewAlliance Webster Camden National Sovereign *As of December 31, 2007; Source: SNL Interactive website. Banks and thrifts BARIs size or larger in New England. Average Annual Total Return* Company One Year Company Three Year Company Five Year Company Ten Year |
Building Value in Three Stages Formative Stage 1996 to 2002 Investment Stage 2003 to 2006 Leveraging the Investment Stage 2007 and beyond |
1996 2002: Formative Stage Created organization and infrastructure Developed credit, commercial and consumer lending areas, finance and accounting, operations and administration functions Developed products and services Established prudent credit culture Began creating brand and market awareness Relocated and consolidated existing branches; began branch refurbishment and expanded from 12 to 13 branches Average branch size grew from $35.4MM to $58.6MM Moved headquarters to downtown Providence for commercial visibility in capital city Secured over 43 additional ATM locations |
Grew quality deposits and loans (began conversion from thrift to commercial bank balance sheet) 12/31/1996 $383,039 12/31/2002 $670,658 Consumer Commercial 1-4 Family 14% 42% 44% 8% 24% 68% Total Loans (in thousands) $762 $670 $632 $513 $501 $465 $425 $0 $100 $200 $300 $400 $500 $600 $700 $800 $900 1996 1997 1998 1999 2000 2001 2002 Deposits (in millions) 1996 2002: Formative Stage |
Grew from de novo to healthy, strong financial performer Net Income (In Millions) 1 2 Return on Equity $7.7 $6.3 $1.6 $3.5 $3.8 $4.4 $5.6 $0.0 $2.0 $4.0 $6.0 $8.0 $10.0 1996 1997 1998 1999 2000 2001 2002 4.76% 8.13% 8.33% 9.59% 11.58% 11.26% 12.37% 0% 2% 4% 6% 8% 10% 12% 14% 1996 1997 1998 1999 2000 2001 2002 Credit Quality $0.30 $0.75 $0.85 $1.14 $1.49 $1.62 $1.92 $0.00 $0.50 $1.00 $1.50 $2.00 $2.50 1996 1997 1998 1999 2000 2001 2002 Diluted Earnings Per Share 0.00% 0.20% 0.40% 0.60% 0.80% 1.00% 1996 1997 1998 1999 2000 2001 2002 NPA/Assets NCO/Avg Loans Outstanding 1996 2002: Formative Stage |
Building Value in Three Stages Formative Stage 1996 to 2002 Investment Stage 2003 to 2006 Leveraging the Investment Stage 2007 and beyond |
Invested extensively based on past success and future potential Expanded commercial lending capacity Recruited top players from major regional institution while retaining entire existing team Created Lending Services Unit to maximize lender productivity Branch Expansion Branch refurbishment and relocation accelerates Opened 3 new branches Extended touch points for commercial customers Average branch size peaked at $64.3MM in March 2004 2003 2006: Investment Stage |
Invested extensively based on past success and future potential Enhanced infrastructure and operational support Converted data processing system Moved to new operations center Expanded management capacity Strengthened Treasury, Marketing and Risk Management areas Raised $21.5MM in additional capital and issued 628,418 new shares (May 2005) Completed first acquisition Macrolease, a small ticket equipment leasing company located in NY 2003 2006: Investment Stage |
Continued loan and deposit growth and balance sheet conversion $1,016 $981 $881 $811 $0 $150 $300 $450 $600 $750 $900 $1,050 2003 2004 2005 2006 Deposits (in millions) 22% 52% 26% 14% 42% 44% Consumer Commercial 1-4 Family Total Loans (in thousands) 12/31/2002 $670,658 12/31/2006 $1,004,292 2003 2006: Investment Stage |
Earnings, ROE, and EPS reflect investments, additional capital and flattened yield curve $7.7 $9.6 $8.6 $7.2 $0.0 $2.0 $4.0 $6.0 $8.0 $10.0 2003 2004 2005 2006 7.22% 9.98% 11.53% 10.45% 0% 2% 4% 6% 8% 10% 12% 14% 2003 2004 2005 2006 0.00% 0.20% 0.40% 0.60% 0.80% 1.00% 2003 20 04 2 005 2006 NPA/Assets NCO/Avg Loans Out standing Net Income (In Millions) Return on Equity Credit Quality Diluted Earnings Per Share $1.57 $2.04 $2.04 $1.77 $0.00 $0.50 $1.00 $1.50 $2.00 $2.50 2003 2004 2005 2006 2003 2006: Investment Stage |
Building Value in Three Stages Formative Stage 1996 to 2002 Investment Stage 2003 to 2006 Leveraging the Investment Stage 2007 and beyond |
BancorpRI - Well Positioned for the Future Strength in non-commodity product niche Strong commercial lending team Reputation continues to grow Superior portfolio growth Branch network supports business reach Build out complete for now Pawtucket opened in 2007 in cost neutral manner One or more branches in each of the states six largest cities Profitability will improve as branches grow to/surpass breakeven and average branch size ($62.2MM as of YE 07) increases Sufficient touch points to enable commercial lending reach 2007 and Beyond: Leveraging the Investment |
BancorpRI - Well Positioned for the Future Experienced management team Highly visible and widely acknowledged as prominent leadership figures in business community Large bank experience and sophistication in key areas Created and maintain prudent credit culture Avoided subprime, indirect auto and credit card pitfalls Increasingly disciplined cost containment 2007 noninterest expense reduced 2% 2006 expense growth rate 7% Ongoing operational review commenced in 2006 and continues 2007 and Beyond: Leveraging the Investment |
BancorpRI - Well Positioned for the Future Demonstrated acquisition/remote management capacity Macrolease integration successful Diversification of loan portfolio Fee income continues to grow; in 2007: Macrolease fees reached $1.2MM, up over $700,000 Deposit service charges, other than cash management fees, reached $5.3MM, up almost $500,000 Cash management income reached $326,000, up $25,000 2007 and Beyond: Leveraging the Investment |
Superior track record of long-term value creation for shareholders Strong management team Attractive commercial market niche Dedication to patient and prudent investing Proven execution of astute business plan Bancorp Rhode Island |
NASDAQ: BARI |