Horizon Bancorp, Inc. · NASDAQ:HBNC
Horizon Bancorp — Merger or Acquisition (February 2015)
14 slides from Horizon Bancorp's merger presentation, Feb 19, 2015
Slide 1: Horizon Bancorp announces the acquisition of Peoples Bancorp
Horizon Bancorp announces the acquisition of Peoples Bancorp and its wholly-owned subsidiary, Peoples Federal Savings Bank of DeKalb CountyFebruary 19, 2015
Slide 2: Forward Looking Statements
FORWARD LOOKING STATEMENTS This presentation may contain forward-looking statements regarding the financial performance, business, and future operations of Horizon Bancorp and its affiliates (collectively, “Horizon”). For these statements, Horizon claims the protection of the safe harbor for forward
Slide 3: Additional Information for Shareholders
ADDITIONAL INFORMATION FOR SHAREHOLDERS In connection with the proposed Merger, Horizon will file with the SEC a Registration Statement on Form S-4 that will include a Joint Proxy Statement of Peoples Bancorp (“Peoples”) and Horizon as well as a Prospectus of Horizon, as well as other relevant docum
Slide 4: Peoples Bancorp Franchise Overview
4 Peoples Bancorp Franchise Overview Established in 1925 in Auburn, IN16 Locations (IN-12 & MI-4)$487 Million in Assets$235 Million in Loans $369 Million in Deposits$238 Million in Assets Under Management$3.5 Million LTM Net Income0.26% NPAs/Assets Data Source: Peoples company financials as of Decem
Slide 5: Merger Highlights
5 Merger Highlights Strategic Financial Operational Aligned with Horizon’s plan to expand in the states of Indiana and MichiganNatural expansion into contiguous northeast Indiana marketBolsters existing presence in southwest MichiganContinued revenue diversificationStrong core deposit base EPS accre
Slide 6: Pro Forma Franchise
6 Pro Forma Franchise 48 Locations Throughout Indiana and Michigan$2.6 Billion in Assets$1.6 Billion in Loans$1.9 Billion in Deposits$1.2 Billion in Assets Under ManagementMarket Cap. $263 Million Horizon and Peoples company financials and pro forma analysis, excluding merger adjustments; includes H
Slide 7: Merger Summary
7 Based on Horizon’s closing price of $23.02 as of February 18, 2015 Merger Summary Horizon Bancorp Acquiring Peoples Bancorp Deal Price per Share (1) $31.62 Consideration Structure 0.95 HBNC shares for each outstanding PBNI share; $9.75 in cash for each outstanding PBNI share Aggregate Deal Value (
Slide 8: Transaction Pricing Metrics vs. Comparable Transactions
8 Source: SNL Financial LCNationwide bank and thrift transactions announced after 12/31/2012 with target’s assets between $200 million and $1 billion, tangible common equity to tangible assets between 10.0% and 15%, LTM return on average assets between 0.25% and 1.00% and NPAs/assets less than 1.50%
Slide 9: Transaction Assumptions
9 Transaction Assumptions Category Assumption Cost saves 37% 1x after-tax charges $4.9 million Loan credit mark $3.5 million or 1.5% of total loans Core deposit intangibles $2.3 million or 1.0% of core deposits Branches Two branch closings in the first twelve months
Slide 10: Horizon: A Company on the Move
Horizon: A Company on the Move OrganicExpans.(7) St. JosephSouth BendElkhart Lake County Kalamazoo Indianapolis Carmel M&A(7) Anchor Mortgage Alliance Bank American Trust Heartland 1st MortgageSummitPeoples Assets ($ Mil.) $721 $2,563 Loans($ Mil.) $548 $1,620 Deposits($ Mil.) $489 $1,851 Branches 7
Slide 11: Appendix
HORIZON‘ —_— BAN BANK Appendix Eo eG ok Pa it ON s Ss oo Ee Nee ee
Slide 12: Peoples Bancorp Financial Highlights
12 Peoples Bancorp Financial Highlights Source: SNL Financial LC
Slide 13: Loan and Deposit Composition
13 Loan and Deposit Composition Source: SNL Financial LC; data at the bank level as of December 31, 2014; pro forma loan and deposit composition excludes merger adjustments
Slide 14: If you have questions please contact
If you have questions please contact:Mark SecorChief Financial Officer515 Franklin SquareMichigan City, IN 46360(219) 873-2611
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