United Community Banks, Inc. · NYSE:UCB

United Community Banks — Merger or Acquisition (January 2015)

11 slides from United Community Banks's merger presentation, Jan 27, 2015

  1. Slide 1: Announcing Merger Agreement with MoneyTree Corporation

    Announcing Merger Agreement with M o n e y Tr e e C o r p o r a t i o n (and its wholly-owned subsidiary bank, First National Bank) JANUARY 27, 2015

  2. Slide 2: Forward Looking Statements and Non-GAAP Measures

    Forward Looking Statements and Non-GAAP Measures Forward Looking Statements This presentation may contain statements that constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as am

  3. Slide 3: Additional Information

    Additional Information Additional Information and Where to Find It This communication is being made in respect of the proposed merger transaction involving the Company and MoneyTree Corporation (“MoneyTree”). This communication does not constitute an offer to sell or the solicitation of an offer to

  4. Slide 4: Transaction Rationale

    Transaction Rationale • 107 year old bank with deep community roots • High quality community bank in attractive East Tennessee markets • Doubles United’s size in Tennessee by adding $425 million in assets • Substantially increases United’s presence and market share in the Compelling Strategic Clevel

  5. Slide 5: Transaction Overview

    Transaction Overview • Acquisition of MoneyTree Corporation (“MoneyTree”) and its wholly- Transaction owned subsidiary bank, First National Bank (“FNB”) • Option to elect a fixed exchange ratio of 3.5832 shares of United stock or $65.00 in cash per MoneyTree common share, or a combination thereof •

  6. Slide 6: Strengthening Knoxville / East Tennessee Presence

    Strengthening Knoxville / East Tennessee Presence Knoxville MSA Market Deposits Share Rank Institution Branches ($000) (%) 1 First Horizon National Corp. 30 2,722,119 18.46 2 SunTrust Banks Inc. 31 2,380,693 16.14 3 Regions Financial Corp. 33 2,163,006 14.67 4 Home Federal Bank of Tennessee 19 1,566

  7. Slide 7: Strengthening Key Markets

    Strengthening Key Markets Loudon County Loudon County: Market Deposits Share • United will have #1 market share in Loudon County Rank Institution Branches ($000) (%) (Lenoir City), where MoneyTree is concentrated and Pro Forma 7 355,018 48.26 where United initially entered the market a number of 1 M

  8. Slide 8: Franchise Overview

    Franchise Overview • Gross Loans $253.3 million • Assets $425.4 million • Well-established community banking franchise with • Deposits $354.4 million 107 years of history • Common Equity(1) $38.8 million • Corporate culture and operating model with exceptional customer service as a cornerstone • SBL

  9. Slide 9: FNB Loan / Deposit Composition – December 31, 2014

    FNB Loan / Deposit Composition – December 31, 2014 Loan Composition Deposit Composition $253.3 million $354.4 million Cons. & Other 3% C&I C&D 6% 11% Jumbo 14% Demand 20% CRE - Own.- Retail NOW & Other Occ. 15% 4% 23% 1-4 Family 35% CRE - Inc. MMDA & Prod. Savings 17% 47% Multifamily 5% Yield: 4.47%

  10. Slide 10: Loan Portfolio Review Summary

    Loan Portfolio Review Summary • Extensive loan file review by a United and independent third party consultant • 72% of portfolio reviewed • 100% of loans exceeding $300,000 reviewed • 100% of loans internally rated Special Mention or Substandard • Loans reviewed were well-underwritten and well-struc

  11. Slide 11: Financial Assumptions and Returns

    Financial Assumptions and Returns • Cost Savings: $4.0 million (~35%+ of non-interest expenses); partially realized in 2015 and 100% in 2016 and thereafter • Credit Mark: ($6.3) million gross or 2.5% of gross loans Realistic / Conservative • Other Marks: ($2.6) million in aggregate including OREO, f

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