Filed by City National Corporation
Pursuant to Rule 425 under the Securities Act of 1933 and
deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934
Commission File No.
1-10521
Subject Company: Business Bank Corporation
On November 15, 2006, Russell Goldsmith, Chief Executive Officer
and President of City
National Corporation, gave a presentation to
investors at the Merrill Lynch Banking & Financial Services Conference in
New York, New York. This presentation was accompanied by a slide
presentation, a copy of which follows begins on the next
page.
1
City National Corporation
Californias Premier
Private and Business Bank®
Russell Goldsmith
President and Chief Executive Officer
Christopher J. Carey
Chief Financial Officer
Merrill Lynch Financial Services Conference
November 15, 2006
Californias Premier Private and Business Bank®
Assets: $14.6 billion
Market Cap: $3.2 billion
2005 Net Income: $235 million
AUM/A: $48.5 billion
Founded: 1954
Member: NYSE
Offices: 54
Regional Centers: 12
3
Why City National?
A focused and successful business strategy
A compelling value proposition
Strong performance over time
A commitment to quality
Significant opportunities for continuing growth
California: The worlds 8th largest economy
A commitment to building shareholder value
4
A Focused And Successful Business Strategy
Businesses:
$1 mil.-$250 mil.
Individuals:
Assets >$1 million
Income >$250K
$14.6
billion
Serving a highly
compelling clientele
5
A Focused And Successful Business Strategy
Industry
Specialists
Private
Banking
Commercial
Banking
Banking
Offices
Online
Capabilities
Wealth
Management
RELATIONSHIP
TEAM
CLIENT
Delivering extensive capabilities and outstanding service
6
A Focused And Successful Business Strategy
City National is one of only 3 banks nationwide to have
received 6 excellence awards for client satisfaction
7
Strong Performance Over Time
$ in millions
$146
2001
2002
$183
$567
$662
2003
$692
$187
2004
$730
$206
Net Income
Net Interest Income
Noninterest Income
2005
$821
Revenue
5-Year
CAGR
(12/31/05)
10%
$235
Revenue and net income have grown at double-digit rates
Net
Income
5-Year
CAGR
(12/31/05)
12%
8
A Commitment To Quality
A growing loan portfolio
Experienced management
A sound balance sheet and a strong capital position
Adequate loan reserves
Solid risk management
9
9-Month 2006 Trends
Strong loan growth
Superior credit quality
Solid noninterest income growth
Higher deposit costs
10
Loan balances grew 11 percent to $10 billion
Strong Loan Growth
At September 30, 2006
$3.8 bil.
$2.8 bil.
$2.8 bil.
$0.6 bil.
28.3%
28.2%
37.7%
5.8%
11
Superior Credit Quality
Nonaccrual loans are lower than theyve been in 15 years
NPAs /
loans & OREO
1.66%
1.96%
(0.10)%
0.69%
0.07%
1.75%
0.54%
0.41%
Allowance for
loan losses /
outstanding
loans
Net charge-offs
(recoveries) to
avg. loans
0.41%
0.89%
1.88%
2001 2002 2003 2004 2005 3Q06
0.36%
0.54%
1.98%
0.16%
1.59%
0.19%
(0.08)%
Excluding syndicated non-relationship commercial and purchased media and
telecom loans
0.24%
0.33%
0.12%
12
Solid Noninterest Income Growth
Managed
Assets
5-Year
CAGR
(12/31/05)
24%
Admin.
Assets
5-Year
CAGR
(12/31/05)
17%
$15.2
$13.6
* Excludes $2.9 billion and $7.8
billion of assets under management for the investment
affiliates in which CYN held minority ownership interests as of December 31, 2003 and
September 30, 2006, respectively.
Double-digit fee income growth was led by wealth management
$ in billions
$11.1
$7.7
2003
$28.8*
2001
$18.8
3Q06
$48.5*
$21.1
$27.4
13
An Exceptional Deposit Base
City National has nearly $12 billion in deposit balances
At September 30, 2006
Noninterest-Bearing
Deposits
CDs >$100K
Interest-Bearing
Deposits <$100K
$4.3 bil.
$2.0 bil.
$5.6 bil.
17%
36%
47%
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Our net interest margin is among the industrys highest
An Exceptional Deposit Base
Source: SNL Financial
15
Significant Opportunities For Continuing Growth
We serve California the worlds 8th largest economy
11 counties
27 million people
150,000 businesses
415,000 millionaire households
Plus New York City
16
Significant Opportunities For Continuing Growth
1. New York et al, NY-NJ-PA 370,918
2. Los Angeles/Orange County, CA 198,882
3. Chicago et al, IL-IN-WI 167,158
4. Washington et al, DC-VA-MD-WV 124,675
5. Philadelphia et al, PA-NJ-DE-MD 111,152
6. San Francisco/Oakland, CA 101,061
16.San Diego/Carlsbad, CA 52,789
19.Riverside, CA 47,497
37. Las Vegas, NV 24,651
415,000 California households with assets of $1 million or more
Source: Phoenix Marketing International, AMS 2005
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Significant Opportunities For Continuing Growth
A company on the move
Hiring proven performers
Escalating the sales culture
Launching remote deposit capture
Rolling out new deposit products
Growing wealth management
Opening new-generation offices
Broadening international capabilities
Introducing equipment leasing solutions
Strengthening risk management
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Significant Opportunities For Continuing Growth
Acquisitions are important to City Nationals growth strategy
A disciplined acquisition strategy
A series of successful acquisitions since 1995
8 banks
10 asset managers
1 trust company
The addition of Independence Investments in 2006
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Business Bank of Nevada*
Advances business strategy
Provides immediate operating scale
Offices: 7
Assets: $490 million
Loans: $380 million
Deposits: $428 million
NIM: 5.94%
Meets criteria of fit, focus and price
Retains experienced management team
20
A Commitment To Shareholder Value
Comparing 10-year total returns annual equivalents*
10.20 %
S&P 500 Bank Index
7.31 %
Nasdaq Composite Index
8.63 %
S&P 500 Index
8.87 %
Russell 3000 Index
9.31 %
Dow Jones Industrial Avg.
13.79 %
S&P Mid Cap Index
16.38 %
City National Corp.
*Annualized average total return from October 31, 1996 to October 31, 2006;
total return reflects stock price appreciation and assumes
dividend reinvestment.
Data source: Bloomberg
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A Commitment To Shareholder Value
Prudent capital management and a strong balance sheet
9.5%
6.4%
12.5%
10.1%
14.2%
8.2%
Equity to
Total Assets
Total Risk-Based
Ratio
Tangible Equity to
Tangible Assets
CYN
Avg. 50 Largest
At September 30, 2006
Source: SNL Financial
22
A Commitment To Shareholder Value
City National has continued to buy back stock
2003
2004
2005
9M06
# of Shares
Repurchased
(in millions)
Average
Price/Share
$43
$59
$69
$69
1.0
0.7
0.6
2.1
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A Commitment To Quality
Strong performance over time
Experienced management
Excellent client base
Outstanding service
Escalating sales culture
Significant growth opportunities in leading markets
Solid capital position
Commitment to shareholder value
24
* Additional Information About
The Business Bank of Nevada Transaction
City National Corporation and Business Bank Corporation will file a proxy
statement/prospectus and other relevant documents concerning the merger with the United
States Securities and Exchange
Commission (SEC). WE URGE INVESTORS TO READ
THE PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE AND ANY
OTHER DOCUMENTS TO BE FILED WITH THE SEC IN CONNECTION WITH THE
MERGER OR INCORPORATED BY REFERENCE IN THE PROXY
STATEMENT/PROSPECTUS,
BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION.
Investors will be able to obtain City National Corporation documents free of charge at the
SEC's web site (www.sec.gov). In addition, documents filed with the SEC by City National
Corporation will be available free of charge from the companys Investor Relations
Department at (213) 673-7615. Business Bank Corporation stockholder documents will be
available free of charge from Business Bank Corporations
Investor Relations Department at
(702) 952-4415.
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* Additional Information About
The Business Bank Nevada Transaction
The directors, executive officers, and certain other members of management and employees
of Business Bank Corporation are participants in the solicitation of proxies in favor of the
merger
from the stockholders of Business Bank Corporation. Information about the directors
and executive officers of Business Bank Corporation is set forth in the proxy statement for its
2006 annual meeting of stockholders, which is available on
Business Bank Corporations
website at www.bbnv.com, under the heading Investor Relations. Additional information
regarding the interests of such participants will be included in the proxy statement/prospectus
and the
other relevant documents filed with the SEC when they become available.
26
Forward-Looking Statements
This presentation contains forward-looking statements about the company, for which the
company claims the protection of the
safe harbor provisions contained in the Private
Securities Litigation Reform Act of 1995. Forward-looking statements are based on
managements knowledge and belief as of today and include information concerning the
companys possible or
assumed future financial condition, and its results of operations,
business and earnings outlook. These forward-looking statements are subject to risks and
uncertainties. A number of factors, some of which are beyond the companys ability
to control
or predict, could cause future results to differ materially from those contemplated by such
forward-looking statements. These factors include (1) changes in interest rates, (2) significant
changes in banking laws or regulations, (3) increased
competition in the companys markets,
(4) other-than-expected credit losses due to business losses, real estate cycles or other
economic events, (5) earthquake or other natural disasters affecting the condition of real
estate collateral, (6)
the effect of acquisitions and integration of acquired businesses and de
novo branching efforts, (7) the impact of changes in regulatory, judicial or legislative tax
treatment of business transactions, (8) changes in accounting policies or procedures
as may
be required by the Financial Accounting Standards Board or regulatory agencies, and (9)
general business and economic conditions, including movements in interest rates, the slope
of the yield curve and changes in business formation and growth,
commercial real estate
development and real estate prices.
27
Forward-looking statements speak only as of the date they are made, and the company does
not undertake to update forward-looking statements to reflect circumstances or events that
occur after
the date the statements are made, or to update earnings guidance, including the
factors that influence earnings. For a more complete discussion of these risks and
uncertainties, see the companys Annual Report on Form 10-K for the year ended December
31, 2005 and particularly Part I, Item 1A, titled Risk Factors.
Forward-Looking Statements
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City National Corporation
Californias Premier
Private and Business Bank®