Simmons First National Corporation · NASDAQ:SFNC
Simmons First National — Merger or Acquisition (June 2021)
24 slides from Simmons First National's merger presentation, Jun 7, 2021
Slide 1: Enhancing our position and scale in key growth markets
Nasdaq: SFNC Enhancing our position and scale in key growth markets Acquisitions of Landmark Community Bank and Triumph Bancshares, Inc. June 7, 2021 Memphis Nashville
Slide 2: Forward-Looking Statements
Forward - Looking Statements Certain statements contained in this presentation may not be based on historical facts and should be considered “forward - looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 . These forward - looking statements may be identifie
Slide 3: Important Additional Information and Where to Find It
Important Additional Information and Where to Find It This presentation 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 with respect to either of the proposed Transactions . No offer of securities shall be made exce
Slide 4: Strategic rationale for transactions
(1) Pro Forma deposit market share data as of 6/30/20, Source: S&P Global Market Intelligence Strategic rationale for transactions Low Risk , In - Market Transactions • Disciplined and proven acquiror with 11 successful integrations since 2013 • Extensive due diligence performed • Same (Landmark) or
Slide 5: Overview of Landmark Community Bank
MM & Savings 35% Retail Time Deposits 19% Demand Deposits 28% Jumbo Time Deposits 18% 1 - 4 Family 62% Consumer & other 2% C&D 7% Multifamily 2% Owner Occupied 7% Non Owner Occupied 10% C& I 10% Source: S&P Global Market Intelligence and Company documents (1) Data for the three months ended, or at,
Slide 6: Overview of Triumph Bancshares, Inc.
1 - 4 Family 23% Consumer & other 1% C&D 18% Multifamily 6% Owner Occupied 8% Non Owner Occupied 22% C& I 22% MM & Savings 33% Retail Time Deposits 30% Demand Deposits 17% Jumbo Time Deposits 8% NOW Accts 12% Source: S&P Global Market Intelligence and Company documents (1) Data for the three months
Slide 7: In-market acquisitions that add scale in key growth markets
Source: S&P Global Market Intelligence Deposit market share data (including pro formas ) as of 6/30/20 In - market acquisitions that add scale in key growth markets… 7 Tennessee Memphis MSA $ in billions 2020 Rank Branches Deposits First Horizon Corp 1 42 $15.1 Regions Financial Corp 2 45 5.1 Truist
Slide 8: Memphis MSA: branch right sizing and reinvestment
Landmark Bank Opening Soon Downtown Branch Triumph Bank Commercial LPO 5904 Ridgeway Pkwy While significant opportunity exists for branch right sizing… … we are also reviewing plans to expand our branch coverage in Memphis and reinvest in that community… Source: S&P Global Market Intelligence and co
Slide 9: Nashville MSA: right sizing and investing in our franchise
… while also right sizing and investing in our Nashville franchise Source: S&P Global Market Intelligence and company reports Simmons Bank Map Legend Triumph Bank Landmark Bank 1 mile 6/30/20 Deposits ($MM) 6/30/20 Market Share 2020 Rank Branches SFNC $467 0.6% 20 7 Landmark 137 0.2% 39 3 Triumph 51
Slide 10: Memphis MSA Overview
Memphis MSA Overview Source: The Journal of Commerce ( www.joc.com ); Airports Council International preliminary 2020 rankings ( www.ACI.aero ); International Port of Memphis ( www.portofmemphis.com ); CBRE Group, Inc. research ( www.cbre.us ); Memphis Chamber of Commerce ( www.memphischamber.com );
Slide 11: Nashville MSA Overview
Nashville MSA Overview Source: Nashville Chamber of Commerce ( www.nashvillechnamber.com ); Policom Corporation ( www.policom.com ); Today ( www.today.com ); S&P Global Market Intelligence (projected population change, median household income and projections); US Census Bureau ( www.census.gov ); US
Slide 12: Transaction summary – Landmark Community Bank
(1) Pricing data based on SFNC’s closing price of $30.96 as of 6/4/21. (2) Based on Landmark Bank’s tangible common equity as of 3/31/21 (3) 2021E earnings based on Landmark Bank’s 1Q21 net income of $2.9MM, annualized (4) Core deposits calculated as total deposits less jumbo time deposits > $250,00
Slide 13: Transaction summary – Triumph Bancshares, Inc.
(1) Pricing data based on SFNC’s closing price of $30.96 as of 6/4/21 (2) Based on Triumph Bank’s tangible common equity as of 3/31/21 (3) 2021E earnings based on Triumph Bank’s 1Q21 net income of $2.1MM, annualized (4) Core deposits calculated as total deposits less jumbo time deposits > $250,000 a
Slide 14: Key transaction assumptions
(1) All assumptions are estimates Key transaction assumptions (1) 14 Expense - Revenue Synergies • Expense synergies estimated at ~40% of Landmark’s and Triumph’s noninterest expense base; expect to realize 100% in the first full - year of operation • Revenue synergies have been identified but are n
Slide 15: Financial and regulatory capital impact
Note: Information regarding financial impact are based on estimates (1) Excludes estimated one - time merger related costs of approximately $18.4 million (2) Marginal EPS = Estimated incremental earnings, including cost savings and accounting adjustments, divided by the number o f s hares issued in
Slide 16: Extensive due diligence process and integration plan
LOAN REVIEW PARAMETERS Loan portfolio concentration 1 - 4 Family Mtg C&I, CRE % of loan portfolio reviewed (1) ~50% > 80% Borrowers with aggregate debt $1 million or more $750,000 or more Special mention or below Reviewed Reviewed Unfunded commitments $500,000 or more $450,000 or more Other real est
Slide 17: Disciplined and seasoned acquiror
(1) Purchase price and ratios as of closed date. Source: S&P Global Market Intelligence. (2) Metropolitan was acquired from Section 363 Bankruptcy. 17 Disciplined and seasoned acquiror (11 bank acquisitions completed since 2013) 2013 – 2014 Consolidated eight charters to one National to State Charte
Slide 18: Summary
Deposit market share data as of 6/30/20, Source: S&P Global Market Intelligence Summary 18 In - market transactions that will enhance our scale in key growth markets Meaningful expected increase in deposit market share and market profile Tennessee 13 th → 9 th Memphis MSA 35 th → 6 th Nashville 20 t
Slide 19: Enhancing our position and scale in key growth markets
Nasdaq: SFNC Enhancing our position and scale in key growth markets Acquisitions of Landmark Community Bank and Triumph Bancshares, Inc. June 7, 2021 Memphis Nashville
Slide 20: Supplemental information
Supplemental information 20
Slide 21: Pro Forma Loan Composition
Pro Forma Loan Composition SFNC Landmark Triumph Source: S&P Global Market Intelligence Bank level data (including pro forma) as of 3/31/21; Pro Forma does not reflect purchase accounting or merger adjustments 21 Pro Forma Loans ($mm) Loans ($mm) Loans ($mm) Loans ($mm) C&D $ 1,448 11.9 % C&D $ 53 6
Slide 22: Pro Forma Deposit Composition
Pro Forma Deposit Composition SFNC Landmark Triumph Source: S&P Global Market Intelligence Bank level data (including pro forma) as of 3/31/21; Pro Forma does not reflect purchase accounting or merger adjustments 22 Pro Forma Deposits ($mm) Deposits ($mm) Deposits ($mm) Deposits ($mm) Demand Deposit
Slide 23: Landmark Community Bank Historical Financial Information
Source: S&P Global Market Intelligence Data at 12/31 for each respective year and for the first quarter ended 3/31/21 (1) No difference in the figures presented for the Tier 1 risked - based capital ratio and the corresponding CET1 risk - based capit al ratio Landmark Community Bank Historical Finan
Slide 24: Triumph Bank Historical Financial Information
Source: S&P Global Market Intelligence Data at 12/31 for each respective year and for the first quarter ended 3/31/21 (1) No difference in the figures presented for the Tier 1 risked - based capital ratio and the corresponding CET1 risk - based capit al ratio Triumph Bank Historical Financial Inform
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