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First Interstate BancSystem, Inc.
Annual Meeting
May 21, 2014
Exhibit 99.1 |
 First Interstate
BancSystem Safe Harbor
Page 2
This presentation contains “forward-looking statements” within the meaning of Section
27A of the Securities Act of 1933, as amended, and Rule 175 promulgated thereunder, and Section
21E of the Securities Exchange Act of 1934, as amended, and Rule 3b-6 promulgated thereunder, that involve inherent risks and
uncertainties. Any statements about our plans, objectives, expectations, strategies, beliefs, or
future performance or events constitute forward-looking statements. Forward-looking
statements involve known and unknown risks, uncertainties, assumptions, estimates and other important factors that could cause actual results to
differ materially from any results, performance or events expressed or implied by such
forward-looking statements. Such forward-looking statements include but are not limited
to statements about revenues, income from the origination and sale of loans, net interest margin, quarterly provisions for loan losses, non-interest
expense, loan growth, non-performing assets and net charge-off of loans, the benefits of the
business combination transaction involving First Interstate BancSystem, Inc. (FIBK) and
Mountain West Financial Corp (MTWF), including future financial and operating results, the combined company’s plans, objectives,
expectations and intentions, and other statements that are not historical facts. These
forward-looking statements are subject to risks and uncertainties that may cause actual
results to differ materially from those projected, including but not limited to the following: the factors described in our Form 10-K and subsequent
filings with the Securities and Exchange Commission (“SEC”), including under the sections
entitled “Risk Factors,” the possibility that the merger does not close when expected
or at all because required regulatory, shareholder or other approvals and other conditions to closing are not received or satisfied on a timely basis
or at all; the risk that the benefits from the transaction may not be fully realized or may take
longer to realize than expected, including as a result of changes in general economic and
market conditions, interest and exchange rates, monetary policy, laws and regulations and their enforcement, and the degree of competition
in the geographic and business areas in which FIBK and MTWF operate; the ability to promptly and
effectively integrate the businesses of FIBK and MTWF; the reaction of the companies’
customers, employees and counterparties to the transaction; and the diversion of management time on merger-related issues. The risk
factors described in Forms 10-K are not necessarily all of the important factors that could cause
our actual results, performance or achievements to differ materially from those expressed in or
implied by any of the forward-looking statement contained in this presentation. Other unknown or unpredictable factors also
could affect our results.
All forward-looking statements attributable to us or persons acting on our behalf are expressly
qualified in their entirety by the cautionary statements set forth above. Forward-looking
statements speak only as of the date they are made and we do not undertake or assume any obligation to update publicly any of these
statements to reflect actual results, new information or future events, changes in assumptions or
changes in other factors affecting forward-looking statements, except to the extent
required by applicable laws. If we update one or more forward-looking statements, no inference should be drawn that we will make additional
updates with respect to those or other forward-looking statements.
Additional Information About the Merger and Where to Find it FIBK intends to file with the SEC a
proxy statement/prospectus and other relevant materials in connection with the merger, including the definitive merger
agreement. The proxy statement/prospectus will be mailed to the shareholders of MTWF.
Investors are urged to read the proxy statement/prospectus and the other relevant materials
when they become available because they will contain important information about MTWF, FIBK and the merger.
The proxy statement/prospectus and other relevant materials (when they become available), and any
other documents filed by FIBK with the SEC, may be obtained free of charge at the SEC’s
web site at www.sec.gov. In addition, investors may obtain free copies of the documents filed by FIBK with the SEC by
contacting Amy Anderson, First Interstate BancSystem, Inc., 401 N. 31st Street, Billings, MT, 59101;
telephone 406-255-5390. |
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ST
A Strong Banking Franchise spread across a Healthy Economic Footprint
|
 First Interstate
BancSystem 2013
–
A
Year
of
Solid
Performance
Company Snap Shot
Total Assets of $7.6 Billion
Total Loans of $4.3 Billion
Total FTE’s of 1635, with 47 FTE reduction during the year
Branch density optimization resulted in 2 branch closures
and reprioritizing services at 6 branches
Business Process Improvement resulting in centralized
Home Loan underwriting and study of Commercial Loan
work flow
Business Intelligence Department created to leverage
technology and better understand customer needs
Company Financial
Performance
2013 net income of $86.1 million, or $1.96 per share, was
the highest in the Company’s history
14% increase in dividend per share to $.16 as of Q1 2014
Continued improvement in credit quality trends
Page 4 |
 First Interstate
BancSystem Page 5
Balance Sheet,
Earnings and
Asset Quality Trends |
 First Interstate
BancSystem Asset Base Stable
throughout the Recession Page 6 |
 First Interstate
BancSystem Loan Portfolio
Mix Page 7
Real Estate Portfolio shifted out of Construction
Real Estate. Growth in Residential Real Estate
from
10
–
15
year
Mortgage
Products.
Total Loan Portfolio remains concentrated on
Real Estate Loans
Total Loan Portfolio
Real Estate Portfolio
(in millions) |
 First Interstate
BancSystem Deposit base stable
throughout the Recession Page 8 |
 First Interstate
BancSystem Shifting Deposit
Mix Page 9
Low interest rate environment resulted in a shift out of Time Deposits into Demand
deposits (in millions) |
 First Interstate
BancSystem Earnings
Improvement Page 10
(in thousands) |
 First Interstate
BancSystem Earnings Per Share
Trending UP Page 11 |
 First Interstate
BancSystem Earnings Ratios back
to Pre-Recession Levels Page 12 |
 First Interstate
BancSystem Strong Capital
Ratios Page 13
* Redemption of $50 M Preferred Stock
Organic growth
preferred
Mountain West
Acquisition
Strong dividend
payout ratio
Stock repurchase plan
Deploying capital
to maximize
shareholder return |
 First Interstate
BancSystem Improving Credit
Quality Trends Page 14
(In millions)
70% reduction since peak in mid-2012
Earnings Improvement
driven by Improved Credit
Metrics |
 First Interstate
BancSystem Page 15
Stock Price Increase at Steady Pace
Since IPO March 23, 2010 |
 First Interstate
BancSystem Page 16
Significant Total Shareholder Return in 2013 |
 First Interstate
BancSystem Page 17
First Interstate BancSystem
Merger with
Mountain West Financial Corp.
February 10, 2014 |
 First Interstate
BancSystem Transaction
Highlights Page 18
Compelling
Strategic
Fit
Low Execution Risk
Enhances Shareholder
Value
Creates the #1 deposit market share franchise in the state of Montana
Meaningfully expands Helena presence while creating consolidation
opportunities in other market areas
Adds scale within existing footprint with no anticipated divestiture
required Adds strong customer base and talented people to FIBK
organization Comprehensive due diligence process completed
Knowledge of market area and similar business lines
Thoughtful and conservative approach to financial modeling
Meaningful cost savings opportunities
Immediately accretive to FIBK’s EPS
Modest dilution to tangible book value recaptured in approximately three
years |
   First Interstate
BancSystem Pro Forma
Branch Map Page 19
FIBK (76)
MTWF (13)
1)
Deposit data as of June 30, 2013
Source: SNL Financial; FDIC
Branch Proximity Analysis¹
Distance from
Number of
Total MTWF
% of
FIBK Branch
MTWF
Deposits
Total
(mi.)
Branches
($000s)
Deposits
0.25
4
40,005
7.6
0.5
7
100,911
19.1
1
10
479,344
90.6
5
13
528,963
100.0
Helena
Great
Falls
Missoula
Bozeman
Kalispell
Whitefish |
 First Interstate
BancSystem Summary of Deal
Terms Page 20
Consideration
0.2552 FIBK shares of Class A Common Stock and $7.125 in cash in
exchange for each MTWF share
Outstanding and unexercised MTWF options will be cashed out at closing
Valuation
Based on FIBK closing stock price on February 10, 2014 of $24.77, per share
value to MTWF of $13.45 or $72.8 million in the aggregate in exchange for all
MTWF shareholder and optionholders
~124% of MTWF Tangible Book Value Per Share
~20x LTM EPS (excluding cost savings)
Approximately 47% stock, 53% cash consideration mix
Post-Merger Economic
Ownership
97.0% FIBK/3.0% MTWF
Anticipated Closing
Mid-year 2014
Selected Closing
Conditions
Customary regulatory approvals
MTWF
shareholder
approval
received
May
13
,
2014 |
 First Interstate
BancSystem Summary Financial
Assumptions and Impact Page 21
Cost Savings
Approximately 35% of MTWF noninterest expense base
One-time Deal Costs
Approximately $7.2 million pretax
Fair Market Value and
Accounting
Adjustments
Loan portfolio mark-to-market
~4.4% of gross loans
Core Deposit Intangible
1.50% amortized over 7 years
Fixed asset write-down of $10 to $11 million
Debt Redemption
$19.8 million Trust Preferred redeemed at closing at par
Impact to FIBK Shareholders
2015e EPS
6% to 7% EPS accretion (100% phase-in of cost savings)
TBVPS Impact
~3% dilutive to tangible book value per share at closing
Approximately 3 year earn-back
Internal Rate of Return
>15% |
 Long
Track
Record
of
Profitability
Leading Market Positions
Attractive and Healthy Footprint
Improving Credit Metrics
Low-Cost Core Deposit Base
Growth Opportunities
Increasing Shareholder Returns
First Interstate
BancSystem Page 22
Why invest in First Interstate BancSystem? |