Glacier Bancorp (GBCI) M&A Announcement summary

Deal rationale and strategic fit

• Acquisition targets a high-performing regional bank with $1.3B in assets, expanding presence in Idaho and Eastern Washington, and positioning as the third-largest bank in Idaho and fifth-largest community bank in Eastern Washington by deposit market share.

• Strengthens position in Idaho, the fastest-growing state, and adds scale in Boise, Eastern Idaho, and Eastern Washington.

• Aligns with a long-term strategy of acquiring strong banks in attractive markets, retaining community banking experience, and leveraging established relationships.

• Bank of Idaho will be integrated into three existing Glacier divisions, enhancing operational synergies and leveraging strong local leadership.

• Negotiated transaction after years of discussions, consistent with prior disciplined M&A approach.

Financial terms and conditions

• 100% stock deal: 1.1 shares of acquirer stock per target share, valued at $245.4M, including $234.3M to shareholders and $11.0M to option/SAR holders.

• Aggregate consideration is $52.47 per BOID share, based on Glacier's closing price on January 10, 2025.

• Minimal tangible book value dilution with an earnback period under one year; IRR above 15%.

• EPS accretion expected at 1.4% in 2025, 3% in 2026, and 3.5% in 2027.

• Gross credit mark discount of $14.2M (1.41% of gross loans); core deposit intangible of $15.5M (1.75%).

Synergies and expected cost savings

• Cost savings estimated at 30% of BOID's non-interest expense, phased in: 30% in 2025, 80% in 2026, 100% by 2027.

• Revenue synergies identified but not included in financial modeling.