1 Investor Presentation December 2009 Filed pursuant to Rule 433 Registration Statement No. 333-162450 December 10, 2009 |
2 Registration Statement and Prospectus The issuer has filed a registration statement (including a prospectus) with
the SEC for the offering to which this communication relates.
Before you invest, you should read the prospectus in that registration statement and other
documents the issuer has filed with the SEC for more complete information
about the issuer and this offering. You may obtain these documents
for free by visiting EDGAR on the SEC Web site at
www.sec.gov. Alternatively, the issuer, the underwriter or
any dealer participating in the offering will arrange to send you
the prospectus if you request it by calling RBC Capital Markets at
(212) 428-6670. |
3 Forward Looking Statements These materials, the prospectus supplement, the accompanying base prospectus
and the documents incorporated by reference contain forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, which we
refer to as the Securities Act and Section 21E of the Securities Exchange Act of 1934, which we refer to as the Exchange Act, with respect to the financial condition, liquidity, results
of operations, future performance and business of Bar Harbor Bankshares. These forward-looking statements are intended to be covered by the safe harbor for
forward-looking statements provided by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are those that are not historical facts. These forward-looking
statements include statements with respect to our beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions that are subject to significant risks and
uncertainties and are subject to change based on various factors (some of which are beyond our control). The words may, could, should, would,
believe, anticipate, estimate, expect, intend, plan and similar expressions are intended to identify forward-looking statements. While we believe our plans, objectives, goals, expectations, anticipations,
estimates and intentions as reflected in these forward-looking statements are reasonable, we can give no assurance that any of them will be achieved. You should understand that
various factors, in addition to those discussed elsewhere in this prospectus supplement, the accompanying base prospectus and the documents incorporated by reference in this prospectus
supplement and the accompanying base prospectus, could affect our future results and could cause results to differ materially from those expressed in these forward-looking
statements, including: -adverse changes in our loan
portfolios and the resulting credit risk-related losses and expenses; -the effects of, and changes in, trade, monetary and fiscal policies,
including interest rate policies of the Board of Governors of the Federal Reserve System; -general economic or business conditions, either nationally, regionally or
in the communities in which we do business, may be less favorable than expected, resulting in, among other things, a deterioration in credit quality and loan performance or a
reduced demand for credit; -continued levels of loan quality
and volume origination; -the adequacy of loan loss reserves;
-the impact of changes in financial services laws and
regulations (including laws concerning taxes, banking, securities and insurance); -the willingness of customers to substitute competitors products and
services for our products and services and vice versa, based on price, quality, relationship or otherwise; -unanticipated regulatory or judicial proceedings and liabilities and
other costs; -interest rate, market and monetary fluctuations;
-the timely development of competitive new products and
services by us and the acceptance of such products and services by customers; -changes in consumer spending and saving habits relative to the financial
services we provide; -the loss of certain key officers;
-continued relationships with major customers; -our ability to continue to grow our business internally and through
acquisition and successful integration of new or acquired entities while controlling costs; -compliance with laws and regulatory requirements of federal, state and
local agencies; -the ability to hedge certain risks
economically; -effect of terrorist attacks and threats of
actual war; -deposit flows; -changes in accounting principles, policies and guidelines; -rapidly changing technology; -other economic, competitive, governmental, regulatory and technological
factors affecting the Companys operations, pricing, products and services; and our success at managing the risks involved in the foregoing. Because such forward-looking statements are subject to risks and
uncertainties, actual results may differ materially from those expressed or implied by such statements. The foregoing list of important factors is not exclusive and you are cautioned not
to place undue reliance on these factors or any of our forward-looking statements, which speak only as of the date of this document or, in the case of documents incorporated by
reference, the dates of those documents. We do not undertake to update any forward-looking statements, whether written or oral, that may be made from time to time by or on behalf of
us except as required by applicable law. |
4 Offering Summary Issuer: Bar Harbor Bankshares Offering: Follow-on common stock Gross Amount Offered: $20 million Over-Allotment Option: 15% ($3 million) Exchange / Symbol: NYSE Amex / BHB Market Capitalization (1) : $94 million (pre-offering) Quarterly Dividend: $0.26 per share Dividend Yield (1) : 3.20% Use of Proceeds: General corporate purposes, which may include repayment of TARP and strategic business opportunities Underwriter: RBC Capital Markets (1) As of December 9, 2009 |
5 Bar Harbor Bankshares Bar Harbor Bank & Trust commercial and retail banking services through 12 branches; $1.1 billion in total assets Bar Harbor Trust Services trust and investment management; $268 million AUM Bar Harbor Financial Services a third party registered broker-dealer offering securities and insurance products Headquarters: Bar Harbor, ME Branches: 12 Assets: $1.1 billion Loans: $655 million Deposits: $619 million |
6 Downeast Maine Washington and Hancock counties - farthest east in the country Major Attraction: Bar Harbor / Acadia National Park Second-most visited national park in the United States From late spring to early fall, attracts well over 2 million tourists
Population: 85,909 90% live within 5 miles of the coast Strong diversified tourism, biological research, boat building, blueberry
farming, and fishing industries Self-employment accounts for 16-18% of total employment Significant employers: |
7 Strong and Stable Deposit Share #1 market share in 8 communities representing 79% of BHBs deposits #2 market share in 2 communities representing 7% of BHBs deposits #4 and #6 market share in one community each representing 14% of BHBs deposits As of 6/30/09. Deposit percentages exclude brokered deposits.
Source: SNL Financial. % of Bank Market # of County Deposits Share Branches Hancock 85.0% 1 8 Washington 10.6% 3 3 Knox 4.3% 8 1 |
8 Senior Management Team 35 years 5 years President, Bar Harbor Trust Services and SVP, Bar Harbor Bank & Trust Daniel A. Hurley III 27 years 8 years SVP, Retail Banking and Consumer Lending Stephen M. Leackfeldt 25 years 18 years SVP, Business Banking Gregory W. Dalton 24 years 10 years SVP, Credit Administration Michael W. Bonsey 30 years 11 years EVP, Treasurer & CFO Gerald Shencavitz 33 years 7 years President and Chief Executive Officer Joseph M. Murphy Years in Banking Years with Bar Harbor Bankshares Title Name |
9 Financial Highlights Record net income available to common shareholders of $2.8 million and
$7.7 million for the three and nine months ended September 30, 2009, up
21.4% and 22.3%, respectively, vs. 2008. Year-to-date EPS of $2.63, up 25.8% vs. 2008 Year-to-date ROA of 1.08% - annualized Year-to-date ROE of 13.16% - annualized Year-to-date efficiency ratio of 51.0% Non-performing loans (1) of $7.5 million at September 30, 2009 o 1.14% of total loans o NPAs / Loans + OREO of 1.23% o Texas Ratio of 8% (2) (1) Non-accrual +90 Days PD (2) (NPAs + 90 Days PD) / (Tangible Equity + Loan Loss Reserves)
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10 Financial Highlights Total assets of $1.1 billion, up $88.4 million, or 9.1% vs. December 31, 2008 Total loans of $654.6 million, up $21.0 million vs. December 31, 3008 o Commercial 54% / Consumer 46% Total deposits of $619.1 million, up $40.9 million, or 7.1%, vs. December 31, 2008 Capital Ratios: o Tier 1 leverage ratio 8.32% o Tier 1 risk based ratio 12.88% o Total risk based ratio 14.68% Tangible common equity to tangible assets (TCE ratio) 6.90% |
11 Average Annual Increase Assets 10.5% Loans 9.4% Deposits 10.6% $584 $667 $748 $825 $889 $972 $1,061 $383 $448 $515 $555 $580 $634 $655 $339 $398 $619 $578 $539 $496 $446 $0 $200 $400 $600 $800 $1,000 $1,200 2003 2004 2005 2006 2007 2008 9/2009 Assets, Deposits & Loan Growth $ millions |
12 Diluted Earnings Per Share & Dividends $2.03 $2.20 $2.30 $2.57 $2.63 $0.84 $0.91 $0.96 $1.02 $0.78 $0.00 $0.50 $1.00 $1.50 $2.00 $2.50 $3.00 2005Y 2006Y 2007Y 2008Y YTD 9/09 EPS Dividends EPS through three quarters in 2009 higher than full year 2008 |
13 Capital Ratios 7.08% 7.02% 7.07% 6.42% 6.90% 12.05% 11.65% 11.59% 11.60% 14.68% 11.10% 10.82% 10.76% 9.95% 12.88% 4% 6% 8% 10% 12% 14% 16% 2005Y 2006Y 2007Y 2008Y 9/2009 TCE Ratio Tier 1 Ratio Total Capital Ratio |
14 9/30/09 vs 12/31/08 loan portfolio Up $21 million, or 3.3% Commercial (1) up $30 million, or 9.3% Consumer (2) down $16 million, or 5.2% Loan Portfolio Total Loan Portfolio Non-Owner Occupied CRE Portfolio Total Loans = $654.6 million Non-Owner Occupied CRE = $182.0 million Other 3% Commercial, Industrial and Agriculture 15% Home Equity 8% Owner Occupied CRE 11% Non-Owner Occupied - CRE 28% Residential 35% Hotel 40% Land Dev 8% MH Park 5% Office 6% Retail 16% Apartment 1% Other 6% Dev LOC 1% Condo 8% 1-4 Family 9% Only four loans to developers with sell-out risk Hotels underwritten as businesses not properties, and only to seasoned establishments Data as of September 30, 2009 (1) Includes commercial real estate mortgages, industrial loans, and agricultural
loans (2) Includes residential real estate mortgages, consumer loans,
and home equity loans |
15 Commercial Loan Growth Loans as of 9/30/04 Loans as of 9/30/09 Commercial Loans = $158.6 million Commercial Loans = $351.6 million Data as of September 30, 2009 5-year compound annual growth rate for commercial loans of 17.6%
Consumer 64% Commercial 36% Consumer 46% Commercial 54% |
16 NPAs / Loans + OREO Peer Index includes: BARI, EBTC, INDB, SHBI, UVSP, EGBN, WASH, CNBKA, CAC,
ALNC, BMTC, CCNE, FUNC, FNLC, ORRF, TMP, MBVT, AROW. 0.17%
0.11% 0.41% 0.71% 1.23% 0.26% 0.37% 0.51% 0.99% 1.98% 0.00% 0.50% 1.00% 1.50% 2.00% 2.50% 2005Y 2006Y 2007Y 2008Y 9/2009 BHB Peers |
17 Net Charge-Offs to Average Loans Peer Index includes: BARI, EBTC, INDB, SHBI, UVSP, EGBN, WASH, CNBKA, CAC,
ALNC, BMTC, CCNE, FUNC, FNLC, ORRF, TMP, MBVT, AROW. 0.04%
0.05% 0.04% 0.21% 0.14% 0.08% 0.08% 0.11% 0.26% 0.39% 0.00% 0.05% 0.10% 0.15% 0.20% 0.25% 0.30% 0.35% 0.40% 0.45% 2005Y 2006Y 2007Y 2008Y 9/2009 BHB Peers |
18 Investment Securities Private Label MBS 8% U.S. Government Agency MBS 7% GSE MBS 65% GSE Debt Obligations 1% Municipal Debt Obligations 19% $357 million at September 30, 2009, up $66 million, or 22.9%, vs. year-end 2008 Portfolio contains: No sub-prime MBS pools No equities No corporate debt No FHLMC/FNMA preferred stock |
19 Deposits $122.4 $117.5 $132.2 $125.7 $136.1 $133.1 $164.2 $163.0 $163.8 $162.8 $129.8 $132.3 $140.2 $200.2 $230.2 $60.4 $82.3 $103.7 $88.5 $90.0 $0 $50 $100 $150 $200 $250 $300 $350 $400 $450 $500 $550 $600 $650 2005Y 2006Y 2007Y 2008Y 9/2009 Total Transaction Accounts MMDA & Savings Retail CDs Brokered CDs $445.7 $496.3 $539.1 $578.2 $619.1 $ millions |
20 Return On Average Equity 11.4% 12.0% 11.4% 11.9% 13.2% 13.9% 13.0% 12.5% 10.3% 8.9% 0% 2% 4% 6% 8% 10% 12% 14% 16% 2005Y 2006Y 2007Y 2008Y YTD 9/09 BHB Peers Peer Index includes: BARI, EBTC, INDB, SHBI, UVSP, EGBN, WASH, CNBKA, CAC,
ALNC, BMTC, CCNE, FUNC, FNLC, ORRF, TMP, MBVT, AROW. (1)
Annualized. (1) |
21 Return On Average Assets 0.9% 0.9% 0.9% 0.8% 1.1% 1.2% 1.1% 1.1% 0.9% 0.7% 0.0% 0.2% 0.4% 0.6% 0.8% 1.0% 1.2% 1.4% 2005Y 2006Y 2007Y 2008Y YTD 9/09 BHB Peers Peer Index includes: BARI, EBTC, INDB, SHBI, UVSP, EGBN, WASH, CNBKA, CAC,
ALNC, BMTC, CCNE, FUNC, FNLC, ORRF, TMP, MBVT, AROW. (1)
Annualized. (1) |
22 Net Interest Margin 3.43% 2.98% 2.91% 3.13% 3.92% 3.75% 3.63% 3.67% 3.45% 3.61% 0.0% 0.5% 1.0% 1.5% 2.0% 2.5% 3.0% 3.5% 4.0% 4.5% 2005Y 2006Y 2007Y 2008Y YTD 9/09 BHB Peers Peer Index includes: BARI, EBTC, INDB, SHBI, UVSP, EGBN, WASH, CNBKA, CAC,
ALNC, BMTC, CCNE, FUNC, FNLC, ORRF, TMP, MBVT, AROW. |
23 Efficiency Ratio 67.4% 65.0% 60.4% 57.8% 51.0% 60.2% 61.3% 62.3% 62.0% 61.9% 40.0% 45.0% 50.0% 55.0% 60.0% 65.0% 70.0% 2005Y 2006Y 2007Y 2008Y YTD 9/09 BHB Peers Peer Index includes: BARI, EBTC, INDB, SHBI, UVSP, EGBN, WASH, CNBKA, CAC,
ALNC, BMTC, CCNE, FUNC, FNLC, ORRF, TMP, MBVT, AROW. |
24 1-yr Relative Stock Performance Source: SNL Financial as of 12/09/09. (1) Peer Index includes: BARI, EBTC, INDB, SHBI, UVSP, EGBN, WASH, CNBKA, CAC,
ALNC, BMTC, CCNE, FUNC, FNLC, ORRF, TMP, MBVT, AROW. (2)
NASDAQ Bank Index has 493 companies as of 12/09/09. (1) (2) 19.9% BHB 1.2% Peer Index -17.8% NASDAQ Bank 40% 50% 60% 70% 80% 90% 100% 110% 120% 130% 140% Dec-08 Jan-09 Feb-09 Mar-09 Apr-09 May-09 Jun-09 Jul-09 Aug-09 Sep-09 Oct-09 Nov-09 Dec-09 NASDAQ Bank S&P 500 BHB Peer Index 23.3% S&P 500 Jun. 26, 2009 BHB added to the Russell 2000 and 3000 indexes |
25 Summary Strong Operating Performance ROA and ROE were 1.08% and 13.16%, respectively, for YTD 09 The NIM for YTD 09 was 3.45% and the efficiency ratio was 51.0% Strong Asset Quality NPAs / Loans + OREO of 1.23% and Texas Ratio of 8% at 9/30/09 Diversified Loan Portfolio 54% commercial / 46% consumer at September 30, 2009 39% commercial real estate - seasoned properties |
26 Summary Significant Growth Opportunity Community bank competitors have been consolidated Larger banks unfocused; a number of smaller banks weakened One of the largest remaining independent commercial banks in Maine Experienced management team Reduction in TARP-related warrants |
27 Investor Presentation December 2009 |