Good morning and welcome to the WesBanco, Inc.'s Second Quarter 2024 Earnings and Proposed Merger Conference Call. All participants will be in a listen-only mode. Please note this event is being recorded. I would now like to turn the conference over to John Iannone, Senior Vice President of Investor Relations. Please go ahead.

Thank you. Good morning, and welcome to WesBanco, Inc.'s second quarter 2024 earnings and proposed merger with Premier Financial Corporation conference call. Leading the call today are Jeff Jackson, President and Chief Executive Officer; and Dan Weiss, Senior Executive Vice President and Chief Financial Officer. Today's call, an archive of which will be available on our website for one year, contains forward-looking information, including certain plans, expectations, goals, and projections and including statements about the benefits of the proposed merger between WesBanco, Inc. and Premier Financial Corporation, which are subject to numerous assumptions, risks, and uncertainties. In addition, presentations to which we will be referencing today were filed as parts of Forms 8-K and posted to wesbanco.com. Cautionary statements about this information and reconciliations of non-GAAP measures are included in both our earnings related and merger-related materials as well as our other SEC filings and investor materials. These materials are available on the Investor Relations section of our website, wesbanco.com. All statements speak only as of July 26, 2024, and WesBanco and Premier undertake no obligation to update them. I would now like to turn the call over to Jeff.

Thanks John and good morning. This is an exciting and momentous day for WesBanco. In addition to reporting our second quarter results, we also announced an agreement to merge with Premier Financial Corp., an almost $9 billion asset bank headquartered in Defiance, Ohio. This merger will create a community-focused regional financial services partner with more than $27 billion in assets, significant economies of scale, and strong pro forma profitability metrics. As you noticed, we also filed two presentations; one on the proposed merger and the other is our standard earnings presentation. On today's call, we will review our results for the second quarter of 2024, provide our current 2024 outlook, and review our announced merger with Premier. Key takeaways from the call are continued strong deposit and loan growth, a sustained focus on controlling discretionary costs, and maintaining favorable credit quality metrics. Recognition as one of the America's greatest workplaces by Newsweek for fostering a workplace environment where our employees feel valued, motivated, and empowered to succeed. And finally, transformation of WesBanco into a stronger regional financial services institution. WesBanco sustained its positive momentum in 2024 with solid second quarter results characterized by continued loan and deposit growth. We maintained a diligent focus on cost control, while making strategic investments in our company to secure our long-term success. While I will provide more details on our definitive merger agreement with Premier, the announcement is evidence of our continued solid execution of our long-term growth strategy, as Premier is a great strategic, cultural, and financial fit. I would now like to turn the call over to Dan Weiss, our CFO, for a brief update on second quarter financial results and current outlook for 2024.

Thanks, Jeff, and good morning. In the second quarter, we achieved impressive growth in loans and deposits compared to last year, maintained solid fee income growth, and are satisfied with our reduced expense run rate. For the quarter ending June 30, 2024, our GAAP net income available to common shareholders was $26.4 million, or $0.44 per share. Excluding after-tax restructuring and merger-related expenses, net income reached $29.4 million, or $0.49 per diluted share, compared to $42.4 million, or $0.71 per diluted share in the same period last year. The results for the second quarter were affected by a $10.5 million provision for credit losses due to our strong loan growth, shifts in macroeconomic conditions, and a reserve for a specific commercial loan. Additionally, we recognized $3.8 million in restructuring costs linked to our branch optimization strategy. For the first time, our total assets surpassed $18 billion, fueled by portfolio loans of $12.3 billion, representing a year-over-year growth of 10% and a 13% annualized growth linked quarter. Our ongoing commercial loan growth benefits from our strategy in hiring commercial bankers and establishing loan production offices, with a commercial loan pipeline of about $950 million as of June 30, marking a 30% increase from last year. Our deposits totaled $13.4 billion, showing a slight decline of 0.5% linked quarter, yet increasing by 4.4% year-over-year and 4% annualized from December 31, 2023. Although we are observing some mix shifts in total deposits, this is occurring at a slower pace than previous quarters. Currently, demand deposits and noninterest-bearing deposits together represent approximately 55% and 28.5% of our total deposits, respectively, consistent with pre-pandemic levels. Credit quality remains stable, with key metrics staying low historically and within a consistent range for over two years. The allowance for credit losses, which increased by 2 basis points to 1.11% of total loans on June 30, 2024, was influenced by robust loan growth, a higher unemployment assumption, and a specific reserve for an individual commercial loan in the renewable energy sector, fully reserved at $3.3 million. Our net interest income for the second quarter was 2.95%, reflecting higher funding costs due to a shift from noninterest-bearing deposits to higher-yielding money market and certificate deposit accounts, which was mitigated by loan growth and better rates on earning assets. The margin improved by 3 basis points sequentially as higher loan yields surpassed rising funding costs. Noninterest income for the second quarter was $31.4 million, a decrease of $500,000 or 1.5% from last year, mainly because of lower net swap fee and valuation income, alongside higher gains on other real estate owned and other assets in the prior year period. Excluding restructuring and merger-related expenses, noninterest expenses for the three months ending June 30, 2024, were $98.6 million, a 2.3% increase year-over-year due to rising other operating expenses and costs related to equipment and software. This quarter includes about $900,000 in salary expenses associated with accelerated stock-based compensation, which are not expected to recur. We also noted higher Regulation E losses, which we believe are isolated incidents not likely to happen again. Our capital position is robust, as indicated by our regulatory capital ratios being above well-capitalized standards and favorable tangible equity levels compared to industry peers. Looking ahead, we are modeling two rate cuts in the latter half of the year, followed by three more in 2025, which we do not expect to significantly impact our 2024 results due to their timing. We forecast the net interest margin for the third quarter to be relatively stable in the low to mid-90% range, driven primarily by deposit growth to support third-quarter loan growth, while we expect it to be in the mid- to upper 290s in the fourth quarter as assets continue to re-price at a quicker rate than deposits. We expect non-interest income to remain consistent with second-quarter trends, while expenses will be influenced by midyear merit increases and a marketing campaign in late summer. The provision for credit losses will largely depend on loan growth, economic conditions, and charge-offs and is expected to be somewhat lower than in the second quarter, with our effective tax rate remaining around 18%. Lastly, we are reviewing our financial center network based on customer preferences to ensure optimal distribution for our customers, leading us to identify 12 locations for consolidation. We've incurred $3.8 million in restructuring expenses this quarter and expect to achieve annual savings of around $4 million, with most savings to be realized starting in 2025. Now, I’ll turn it back to you, Jeff.

Thanks, Dan. Our long-term growth strategy is focused on several key pillars: building a diversified loan portfolio, distinct revenue capabilities, digital banking service strategies, and a core funding advantage and franchise-enhancing expansion. These pillars stand strong, thanks to two foundational principles that have guided our company for nearly 155 years. The first is our unwavering focus on delivering positive operating leverage while making necessary growth-oriented and risk-prevention investments. The second is our commitment to strong culture of credit quality, risk management, and compliance. This transformational day in WesBanco's history is built on that foundation. And I'm extremely pleased to share more details with you today. The proposed merger with Premier brings together two high-quality institutions with highly compatible cultures and business models to create a community-focused regional financial service partner. Premier is a strong and sound community-based financial institution with a diversified loan portfolio of $6.8 billion and a wealth division with approximately $1.5 billion of assets under management and advisory. That augments our 100-plus year old wealth management business. As we have gotten to know Premier, we are excited to welcome them to the WesBanco family, and provide their customers with a broader array of banking services, including expanded commercial lending and treasury management capabilities and additional wealth management solutions. We share a customer-centric philosophy and focus on the success of the communities we serve. Through our merger, we will bring the best of both companies to our customers and communities and position ourselves to deliver improved value for our stakeholders. Further, we are optimistic that organizing around customer services and product delivery can be accomplished with as little employee disruption possible. This proposed merger makes sense on a number of fronts including increased scale, enhanced financial performance, excellent cultural fit, and valuation upside. With complementary contiguous geographic footprints, our combined organization will have more than $27 billion in assets, providing significant economies of scale. This combination will propel us to a position as the eighth largest bank in the state of Ohio, based on deposit market share, while enhancing our existing presence in Indiana and providing an entrance into Michigan. From a financial standpoint, we anticipate strong 2025 EPS accretion of 40-plus percent, driven by cost synergies and net interest margin improvement. We also anticipate meaningful improvement in our pro forma profitability metrics, including net interest margin improving 40 basis points to 3.46%. Return on average assets up 30 basis points to 1.2% and return on average tangible common equity improving 557 basis points to 16.9%. Further, we see opportunities for valuation upside, priced to 2025 earnings multiple of 8.6 times and a 59% pro forma increase in market cap. As can be seen in the merger presentation, our pro forma profitability metrics put us in the top half of the peer group of banks headquartered in the Mid-Atlantic, Midwest, and Southeast with total assets between $20 billion and $40 billion. On a pro forma basis at closing, we will have a very strong balance sheet with $27 billion in assets, $21 billion in deposits, $19 billion in loans, and tangible common equity of $2 billion driving a total risk-based capital ratio of 13.2%. I would like to turn the call back over to Dan, to review some of the key terms and financials of the proposed merger.

Thanks, Jeff. As you can see in the merger presentation, Premier is very similar to WesBanco with a stable and granular deposit base, that complements its diverse loan portfolio as well as comparable credit quality metrics to both WesBanco and the peer group. During the last couple of months, nearly 80 WesBanco employees performed a comprehensive due diligence review of Premier with focus on commercial and retail banking, wealth management, operations, facilities, HR, risk management, and IT. We also reviewed the majority of Premier's commercial loan portfolio as well as hired a third-party valuation services firm to assist in the review of credit and interest marks. This is a 100% stock deal at a fixed exchange ratio of 0.80 shares of WesBanco stock for each share of Premier with WesBanco ultimately representing over 60% of the combined pro forma company. The deal is valued at approximately $960 million with over 40% earnings per share accretion in 2025, tangible book value dilution of approximately 13%, and an associated tangible book value earn back of less than three years. Importantly, when excluding the rate marks in core deposit intangible, 2025 earnings per share accretion is approximately 30% while both tangible book value dilution and earn back are neutral. In conjunction with the transaction, we've raised $200 million in common equity in order to maintain strong capital levels. There are no changes to our executive leadership team, but we do anticipate additions to key line of defense functions like compliance, BSA/AML, fraud prevention, loan review, among others, and four current directors of Premier Financial Corporation will be appointed to the WesBanco Board of Directors. With yesterday's signed definitive merger agreement, the merger will require customary shareholder and regulatory approvals. To highlight some of the key transaction assumptions, the earnings projections were based on consensus estimates through 2025 and increasing 5% thereafter. We anticipate cost saves of approximately 26% of Premier's expense base or $41 million with 75% realized during 2025 and 100% thereafter. Further, both companies use the same core system and the BSA/AML platform, which will benefit the integration and conversion. One-time merger expenses are anticipated to be $72 million, primarily driven by contract termination charges, severance, retention and employment agreements, professional fees, and integration expenses. We also expect to invest roughly $13 million into the branch network between signage, branch upgrades, and ATM upgrades assumed to be amortized for about a 15-year period. Our model also assumes a conservative credit mark of 1.8% or approximately $120 million, which is about 50% higher than Premier's allowance for credit losses, with roughly 40% to the purchased credit deteriorated book and 60% to non-PCD. The interest mark came in at just under 5% or $326 million, and the core deposit intangible is estimated to be $148 million, or roughly 3.4% of deposits when excluding time deposits and public funds. As it relates to the other assumptions, within the securities portfolio, we do expect to sell roughly $200 million of that portfolio to better align with our investment profile, with proceeds used to pay down borrowings. We also expect to use the proceeds from the capital raise to pay down borrowings. And then finally, we plan to exit Premier's cash flow hedges at close. Upon the successful closing of the transaction, we anticipate strong capital ratios of 8.6% leverage, 9.6% CET1, and 13.2% total risk-based capital ratio an approximate 91% loan-to-deposit ratio and enhanced 2025 profitability metrics of 3.46% net interest margin and low 50% efficiency ratio, all of which are better than the peer group median. Jeff, I'll turn it back to you.

Thanks, Dan. As you just heard, this is truly a transformational deal for WesBanco, as well as Premier with a significant number of synergies and long-term benefits. Our respective footprints complement each other nicely, providing increased scale and efficiencies, not to mention becoming the eighth largest bank in Ohio. Our cultures are highly compatible, ensuring continuity and familiarity for our employees, customers, communities, and shareholders. The combination of our two strong and sound companies provides significantly boosted financial performance with meaningful improvement in 2025 pro forma financial metrics as well as potential valuation upside. Lastly, we have demonstrated a history of successful acquisitions that benefit all stakeholders. These synergies give us every expectation of success, as we begin working together on the transition. We are now ready to take your questions. Operator, would you please review the instructions?

Certainly. We will now begin the question-and-answer session. The first question comes from Karl Shepard with RBC Capital Markets. Please go ahead.

Hey, good morning, guys.

Good morning.

Good morning, Karl.

So congrats on the announcement, and I guess to start there. Can you talk about the process of getting to know Premier better? And why are you confident that this is such a strong cultural fit?

Sure. So we've known Premier for several years. And so the process, I started talking with Gary back in January at AOBA conference. And as we got to talk and some of our peers talked to each other, we realized we had a lot of synergies and similar characteristics. It almost feels like we're acquiring kind of a smaller version of ourselves because of the rural and metro markets. And so the process started formally kind of end January, we met with Don Hiland and our Chairman, Chris Chriss, and myself in February, and then really took off from there from a due diligence perspective. As we continued through it, we also realized that many of our key executives, specifically Jay Zatta, our Chief Banking Officer, had worked with a lot of their employees, Board members and executives in the past. You may also know our previous CEO, Todd Clawson, spent a lot of time in Cleveland and Toledo and so was very familiar with them and their franchise and some of their people as well. And so as we continue, we really like their granular rural deposit base and we also like the markets from a growth perspective when we look at C&I. If you think about Northern Ohio and the manufacturing that goes on there, you look at the political landscape, where everybody is trying to bring back jobs to America, whether it's in Michigan or Ohio, we just felt like it was just a really great fit from a cultural perspective and a growth perspective and that's kind of how it started, and we feel really great about this.

Okay. That's helpful. And then as a follow-up, I know you guys have done a number of deals in the past that this one is a little bit larger. Are there investments you need to make alongside this to kind of read the infrastructure of the company to reach close to $30 billion in assets cost?

I don't think there's a lot of investments we're going to make to be $30 billion. We've been kind of working through this. We went through the core change a couple of years ago. We're on FIS, IBS, and Premier is also on that system. We also use the same BSA/AML system as well. And so I think where we would add investments and we're looking at that is on the compliance side and the risk side, we do have in the model, adding significant people there just to make sure we are ready for that. And a lot of that would just be taking people that currently work at Premier and integrating them within our group on the risk management side.

Thanks for the help.

Thanks, Karl.

The next question comes from Catherine Mealor with KBW. Please go ahead.

Guys, good morning and congrats on this deal.

Thanks, Catherine. Good morning.

I have another question regarding the merger. Could you provide insights on the combined margin after the adjustments and the integration of the two balance sheets? More broadly, can you elaborate on what the balance sheet will look like on a pro forma basis in terms of asset and liability sensitivity? It seems that this acquisition might make you more sensitive to liabilities. What does that scenario look like, particularly if rate cuts are delayed? Additionally, what potential upside do you foresee for the margin and the balance sheet once we enter a period of Fed cuts?

Yeah, Catherine, I'll go ahead and take that. If you think about us on a stand-alone basis, we are slightly asset sensitive, and Premier on a stand-alone basis is slightly liability sensitive. So I think whenever you combine the two, we would expect to continue to be slightly asset sensitive from that standpoint. But if we think about the kind of the mix of their loan portfolio versus ours in terms of variable rate, fixed rate, and adjustable rate, they're a little bit heavier on the fixed-rate side, right around 50% is fixed with about 25% variable and another 25% adjustable, whereas we are less heavy on the fixed-rate side, 70% or so variable rate with 40% of our book reprices every three months. So if we think about longer term, obviously, to the extent that we see rate cuts, and as I said in my prepared commentary, we expect two cuts here in 2024 and three more in 2025. But certainly, both banks on a combined basis are going to benefit from cuts. No question about that. But yeah, I think we would continue to be slightly asset sensitive in that kind of static rate shock environment.

The next question comes from Russell Gunther with Stephens. Please go ahead.

Hey, good morning guys.

Hey, good morning Russell.

Good morning, Russell.

Could you guys talk a bit more about the decision to raise capital, particularly the amount you guys raised relative to pro forma CET1? I think you're looking for 0.96 and also address the CRE concentration pro forma around $2.99. Just helpful to get your thoughts in terms of where your comfort level is with those pro forma ratios.

Yeah, sure Russell. So a big determining factor in the amount of capital to raise was really us evaluating the dilution relative to our capital ratio. So to your point, when we think about CET1 and leverage, we were targeting to hold a leverage ratio above 8.5% on a consolidated basis, and a CET1 of above 9.5%. So from that standpoint, you can see on a pro forma basis, as you pointed out, we are just above those kind of thresholds that we set internally. And then if we think about the CRE concentration on a pro forma basis, it's 299%, just under the regulatory guidelines of 300%. That was important for us as well to evaluate and obviously want to continue to be cognizant of that ratio. One of the things that we do have in our model, of course, that CRE concentration is based on total risk-based capital at the bank level, so what we have assumed, and it's in the model here is that we would push down $200 million in capital raise down to the bank. We've also got an assumed $25 million more push down. And then I would tell you that in terms of evaluating through the evaluation of the credit marks, the loan portfolio, which was very detailed and bottoms up, we identified a portfolio of, call it, about $100 million or so that we'd like to explore further in terms of exiting. So you combine those items, you kind of get to that $299 that we came up with on a pro forma basis.

Thank you for your insights. As a follow-up, I would like to hear your views on the pro forma net interest margin, specifically regarding the extent of purchase accounting and how you anticipate it will trend throughout 2025 and as we start considering 2026.

Sure. You can find this information in the presentation, but I’d like to provide some additional details. We have an estimated rate mark on the loan portfolio of approximately $325 million and a non-PCD mark of about $70 million. We engaged an external valuation firm to prepare these marks due to the size of the deal. Unlike other deals where a straight-line five-year accretion assumption might be used, we based our assumptions on the actual accretion from the portfolio. After tax, we determined that the accretion in the first year was roughly $55 million. The makeup of the portfolio leans more towards 1 to 4 family homes, with many of these mortgages being longer-term fixed rates established during the mortgage boom of a few years ago when rates were lower. As such, we anticipate that the accretion from the 1 to 4 family segment will persist longer than in typical deals, reflecting an average weight of about 82 months, or about 7 years. We also see significant opportunity here; many of these mortgages were issued at rates of 3.5% or lower, and as they transition to our books, they’re anticipated to come in at around 6.5% to 7%. This means we can benefit from the yield accretion throughout the life of these loans. Additionally, there is minimal prepayment risk since it's unlikely that individuals will refinance a mortgage at 3.5%, suggesting these loans will remain on the books for an extended period.

That’s great color Dan. Thank you very much.

Our next question is from Catherine Mealor of KBW. Please go ahead.

I'm back. I was needed when I was asking my follow-up. So thank you for letting me jump back in. One follow-up I had to the margin was you mentioned that you're going to pay down Premier's bond book. And it looks like some of it is going to come with the paydown in borrowing. For the remainder proceeds in that, would you expect to put it back into the securities portfolio? Or is that excess cash flow just going to be used for loan growth moving forward?

Yes. So the excess cash, the plan would be to pay down their wholesale borrowings, both on the security sale as well as cash raised through the capital raise. So about $400 million in total. Obviously, $200 million will be applied here in August, which will also kind of, as you can imagine, help our margin a little as we're paying down our own FHLB borrowings. But yes, that's where we're at.

Okay. So a total of $400 million in borrowings pay down?

Yes, correct. That's right.

Okay. Great. And then one other follow-up on the capital question. Can you disclose where the capital was raised and at what price?

Yes, that is disclosed, Catherine. That's in the joint merger announcement release, and that was $27.50.

Okay. Great. I missed that. All right. Thank you for letting me jump back in.

Okay, Catherine.

Yes. Good morning, gentlemen and congrats on the deal as well.

Thank you. Good morning.

Hey, Jeff, I know in the past you guys have had pretty good success as of late overlaying some swap products generating some good fee income. Any opportunities to do that similarly there? And is that in the numbers? Or are there areas you can opt on the fee income side from here?

I believe there are many opportunities with Premier related to swaps, and we have introduced several new treasury products. As we aim to grow into a larger bank with a more significant balance sheet in that region, we can pursue full relationships in the commercial and industrial sectors and offer products that may not have been accessible before. Additionally, we have a strong wealth and treasury, wealth and trust business, and I see considerable potential for growth there. They have a sizable portfolio, and we believe there are opportunities for further expansion within that area.

Got it. And then conversely, maybe on the loan side, any new business lines that maybe complement what you're doing on WesBanco's legacy?

I don't think there's any new business lines that they would have. They have a couple of smaller portfolios in agriculture, about $200 million. We're not in agriculture. But other than that, like I said, they're very similar to us. I mean just your bread and butter, commercial and industrial, commercial real estate lending, really great credit levels. And so we feel like, once again, it's kind of like we're acquiring a mini version of us and really appreciate the work that we've done with them and feel like we'll be able to grow their portfolios in those territories. The other thing I would just note, as you probably know, we have loan production offices in Cleveland and Akron, Canton and obviously, a good presence in Columbus. So this just really helps us with our growth in those markets. But overall, I feel like there is some nice growth that we'll be able to see from the loan side.

Perfect. Thanks.

The next question comes from Daniel Cardenas with Janney Montgomery Scott. Please go ahead.

Good morning, guys.

Good morning, Dan.

Good morning, Dan.

Quick question. Perhaps I missed it, but when do you anticipate the transaction closing?

We would anticipate probably first quarter next year. We've had good preliminary discussions with our regulators and feel obviously good about submitting the application, but we're targeting first quarter of next year.

Perfect. In terms of entering the Michigan market, do you have any interest in expanding further through mergers and acquisitions, or is it too early to think about that?

I believe we are always receptive to the right opportunity and the right partner. Since we are new to Michigan banking, we will need to further explore that market. If we look back at our second quarter earnings, we experienced significant loan growth in four states: Tennessee, Ohio, Kentucky, and Maryland. Each of these markets has very different competitors. When I reflect on our culture and franchise, I feel very optimistic that we can compete against diverse competitors in these four markets and continue to gain business and grow our loans. This suggests to me that we could be quite successful in Michigan. It's all about understanding the players and the markets, and potentially moving forward if it makes strategic sense, but that's something for the future.

Got it. I have questions but answered. Thanks guys.

Thanks, Dan.

Thanks, Dan.

The next question comes from David Bishop of Hovde Group with a follow-up.

Yes. Just a quick follow-up. I think you mentioned there could be some inflationary pressure from some projects on the operating expense side in the third quarter. Any way to frame sort of the dollar or percentage increase you're expecting in the near term?

We're not really expecting inflationary pressure in the third quarter. However, as we consider our expense run rate, the only increase we anticipate is related to our usual midyear merit increases for salaried employees at the beginning of June, and for hourly employees at the beginning of August. So, we don't foresee any significant pressure in that area. Additionally, I noted in my prepared remarks that we will be incurring some marketing expenses, which is a strategic move to capitalize on opportunities we see for deposit gathering. Overall, we're feeling optimistic about our expense run rate, especially since there were some unexpected items this quarter that we don't expect to happen again.

Got it. And then, Jeff, I know you mentioned the loan pipeline earlier. Do you have any insight into the commercial deposit pipeline as we exit the quarter? Thanks.

Yeah. We're continuing to keep a pretty strong commercial deposit and consumer deposit pipeline. For us, we feel like third quarter should be a really nice deposit growth quarter. I would say last quarter, you had a lot of tax payments and things that may have slowed us down slightly in the second quarter. But third quarter, I would say the deposit pipeline is still very strong as is the loan pipeline.

Hey, good morning. Can you talk about potential for loan growth post this transaction? You talked about the balance sheet restructuring, you're paying down borrowings. You can also have more liquidity. I just want to have that side of the benefits discussed a little bit more.

Sure. Looking at second-quarter loan growth, it showed about 15% growth on an annualized basis. I don’t anticipate that level for the third and fourth quarters, but I believe we will see loan growth in the mid to upper single digits. Once the transaction is completed, I think we will be very well positioned to sustain that growth as we enter new markets and launch additional products after the merger. Therefore, I would suggest modeling mid to upper single-digit loan growth, with the potential for even better performance.

Does the CRE concentration change your pipeline mix or desire for certain types of loans? Is that already contemplated in your kind of expectations going forward?

Yeah, it's already contemplated in the expectations. It obviously does make us more particular and we've kind of raised some minimum interest rates on some of our CRE projects to make us more selective at this time. But I think the other thing that because of the low marks, this accretion builds back pretty quickly. And depending on if interest rates fall between now and close, we could see several tens, if not $100 million of marks come back, which then obviously would lower the CRE concentration ratio by the time of close.

Okay. I appreciate that. Shifting over to your comments about investing in Premier's branch network, could you just expand on that a little bit?

Yeah. Manuel, I can take that. So what we've got is about $13 million in capitalized expenses that are planned really to provide some branch upgrades. We're also upgrading ATMs, and that would also include kind of the re-branding kind of signage, if you will, on the 73 branches.

Thank you. I appreciate that.

That concludes our question-and-answer session. I would like to turn the conference back over to Jeff Jackson, for any closing remarks.

Thank you for joining us today. During this past quarter, we achieved solid loan, deposit, and fee income growth, managed costs, and maintained strong capital levels and credit quality, and embarked on the transformation of WesBanco into a stronger regional financial services institution. WesBanco is an ideal partner for Premier, as we have a history of solid execution on our operational and growth strategies and a strong track record of operational performance and merger success. We look forward to speaking with you in the near future at one of our upcoming investor events. Have a good day. Thank you.

The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.