Southside Bancshares, Inc. · NYSE:SBSI
Southside Bancshares — Merger or Acquisition (April 2014)
21 slides from Southside Bancshares's merger presentation, Apr 30, 2014
Slide 1: Merger of Southside Bancshares, Inc. and OmniAmerican Bancorp, Inc.
Merger of Southside Bancshares, Inc. and OmniAmerican Bancorp, Inc. April 29, 2014 Exhibit 99.2
Slide 2: Forward Looking Statements
Forward Looking Statements • Certain statements of other than historical fact that are contained in this document and in other written material, press releases and oral statements issued by or on behalf of Southside Bancshares, Inc. or OmniAmerican Bancorp, Inc. may be considered to be "forward-look
Slide 3: Strategic Rationale
Strategic Rationale • Solidifies presence in Fort Worth (Tarrant County), one of the five largest cities in Texas • Fort Worth has the second-highest population growth among major cities in the U.S., behind Austin • Combined company will have nearly $5.0 billion in assets • Creates the 9th largest i
Slide 4: Transaction Terms
Transaction Terms • Approximately 50% cash / 50% stock • 0.4459 Southside shares and $13.125 in cash for each share of OmniAmerican Consideration (1) • $26.71 Implied Value Per Share (1) • $306.5 million Aggregate Transaction Value (1) (2) • Two board seats added to Southside’s board of directors Bo
Slide 5: Transaction Multiples
Transaction Multiples (1) Based on Southside’s closing price of $30.46 on April 28, 2014. (2) Based on Wall Street consensus mean. Implied Price Per Share: $26.71 Price / Tangible Book Value: 1.48x Price / 2014 Estimated EPS (2): 32.6x Core Deposit Premium: 14.6% (1) 5
Slide 6: Financial Impact
Financial Impact 6 Earnings Per Share Tangible Book Value Per Share Capital Internal Rate of Return • Double-digit EPS accretion with fully phased-in cost savings • Modest tangible book value per share dilution earned back in 3-4 years • Pro forma regulatory capital ratios are significantly over “we
Slide 7: OmniAmerican Leadership
OmniAmerican Leadership 7 Name Current Role at OmniAmerican Future Role at Southside Tim Carter President & Chief Executive Officer President, North Texas Region Deborah Wilkinson Senior EVP & Chief Financial Officer EVP, Finance T.L. Arnold Senior EVP & Chief Credit and Risk Officer EVP & Senior Cr
Slide 8: Financial Snapshot: Southside and OmniAmerican
Balance Sheet ($000s) Total Assets $3,445,663 $1,391,313 Total Net Loans 1,332,547 826,390 Total Deposits 2,527,808 813,574 Total Shareholders' Equity 259,518 207,142 Market Capitalization ($mm) (1) 573.1 264.9 2013 Performance Net Income ($000s) $41,190 $6,427 Return on Average Assets (%) 1.22 % 0.
Slide 9: Combined Footprint
Combined Footprint 9 • The Dallas / Fort Worth MSA is one of the largest in the U.S., and has one of the highest population and economic growth trajectories in the country • Our combined company will be positioned uniquely in our ability to compete throughout the middle-market Southside OmniAmerican
Slide 10: Texas Deposit Market Share Ranking
Total Market # of Deposits Share Rank Institution (ST) Branches ($mm) (%) 1 Cullen/Frost Bankers Inc. (TX) 129 $20,363 3.64% 2 Prosperity Bancshares Inc. (TX) 265 13,982 2.50 3 Comerica Inc. (TX) 138 9,870 1.77 4 Texas Capital Bancshares Inc. (TX) 13 7,721 1.38 5 Hilltop Holdings Inc. (TX) 84 6,925
Slide 11: Fort Worth: Growth vs. Big Cities
Fort Worth: Growth vs. “Big Cities” 11 • Major employers headquartered in Fort Worth: - Acme Brick - Alcon Laboratories - Healthpoint - TTI, Inc. - Allied Electronics - American Airlines - Justin Brands - Williamson-Dickie Manufacturing - Bell Helicopter Textron - BNSF Railway Company - RadioShack -
Slide 12: Fort Worth: Superior Demographics
Fort Worth: Superior Demographics Expected Household Income Expansion (%) Recent Population Growth (%) Future Population Growth (%) 16.1% 21.7% 25.5% 10.0% 15.0% 20.0% 25.0% 30.0% US Texas Tarrant County 1.9% 4.1% 4.2% 1.0% 2.0% 3.0% 4.0% 5.0% US Texas Tarrant County 3.6% 7.6% 7.9% 2.0% 4.0% 6.0% 8.
Slide 13: Loan Composition
Loan Composition Source: Regulatory filings as of or for the period ended December 31, 2013. (1) Excludes potential purchase accounting adjustments. 13 Southside OmniAmerican Combined (1) Amount % of ($mm) Total Construction 125.2$ 9.3% 1-4 Family 390.5 28.9% Other Real Estate 262.5 19.4% Commercial
Slide 14: Deposit Composition
Deposit Composition Source: Regulatory filings as of or for the period ended December 31, 2013. (1) Excludes potential purchase accounting adjustments. 14 Southside OmniAmerican Combined (1) MRQ Cost of Deposits: 0.34% MRQ Cost of Funds: 0.53% MRQ Cost of Deposits: 0.51% MRQ Cost of Funds: 0.59% MRQ
Slide 15: OmniAmerican Financial Highlights
OmniAmerican Financial Highlights Year ended, Quarter ended, Dollars in Thousands 12/31/2010 12/31/2011 12/31/2012 12/31/2013 Balance Sheet Total Assets 1,108,419 1,336,714 1,257,349 1,391,313 Net Loans (Including HFS) 661,286 685,909 744,100 826,390 Securities 320,866 543,406 396,776 450,557 Deposi
Slide 16: Appendix: Southside Bancshares
Appendix Southside Bancshares
Slide 17: Southside: A Brief Overview
Balance Sheet ($000s) Total Assets $3,445,663 Total Net Loans 1,332,547 Total Deposits 2,527,808 Total Shareholders' Equity 259,518 Market Capitalization ($mm) (1) 573.1 2013 Performance Net Income ($000s) $41,190 Return on Average Assets (%) 1.22 % Return on Avg. S.H. Equity (%) 16.5 Efficiency Rat
Slide 18: Southside Key Roles
Southside Key Roles 18 Name Position Background Years with Southside B.G. Hartley Chairman of the Board - CEO of Southside from 1960 to 2012 - Former ABA Director and past president of Texas Taxpayers and Research Associates 53 Sam Dawson President & Chief Executive Officer - President and Secretary
Slide 19: Historical Performance
Historical Performance 19 Return on Average Shareholders’ Equity Efficiency Ratio NPAs (1) / Loans + OREO Loans / Deposits 13.5% 14.0% 21.4% 23.7% 18.0% 16.2% 12.8% 16.5% 0.0% 5.0% 10.0% 15.0% 20.0% 25.0% 2006 2007 2008 2009 2010 2011 2012 2013 66.3% 64.9% 54.9% 55.6% 58.4% 55.2% 60.6% 55.7% 0.0% 10
Slide 20: Dividends
Dividends 20 • Southside has paid a cash dividend every year since 1970 • In addition, we have paid an annual 5% stock dividend since 1993 $0.11 $0.13 $0.19 $0.21 $0.26 $0.31 $0.33 $0.37 $0.47 $0.61 $0.73 $0.81 $1.05 $0.90 $0.00 $0.20 $0.40 $0.60 $0.80 $1.00 $1.20 2000 2001 2002 2003 2004 2005 2006
Slide 21: Additional Information
Additional Information • This document does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prio
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