Prosperity Bancshares, Inc. · NYSE:PB
Prosperity Bancshares — Merger or Acquisition (July 2006)
19 slides from Prosperity Bancshares's merger presentation, Jul 19, 2006
Slide 1: Acquisition of Texas United Bancshares
Exhibit 99.2 Acquisition of July 19, 2006
Slide 2: “Safe Harbor” Statement
“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995 The statements contained in this presentation which are not historical facts contain forward-looking information with respect to plans, projections, or future performance of Prosperity Bancshares, Inc. and its subsidi
Slide 3: Strengthens the Franchise
Strengthens the Franchise • Creates a company with more than $6.0 billion in assets, the third largest independent Texas-based bank • Increases market capitalization to approximately $1.5 billion • Accretive to GAAP and cash EPS within 12 months after operational integration with 20% cost savings •
Slide 4: Strengthens the Franchise
Strengthens the Franchise • Gives Prosperity the #11 deposit market share in Texas • Combined franchise will have 131 banking centers in Texas – #3 position of “brick and mortar” branches among independent Texas banks • Pricing of the transaction is consistent with other bank deals in metropolitan m
Slide 5: Acquisition Summary
Acquisition Summary Acquirer: Prosperity Bancshares, Inc. (PRSP) Acquiree: Texas United Bancshares, Inc. (TXUI) Price Per Share: $32.84 per share(1) Aggregate Value: $357.1 million(1) Consideration: 100% stock Exchange Ratio: 1.0000 Termination Fee: $15.0 million Collar: In the event that PRSP’s sto
Slide 6: Transaction Highlights
Transaction Highlights Anticipated Closing: First quarter of 2007 Operational Integration: First half of 2007 Pre-tax Cost Savings: 20.0% Acquisition Price to:(1),(2) Book Value ($15.18 share): 2.16 x Tangible Book Value ($7.11 share): 4.62 x LTM EPS ($1.38): 23.8 x 2006 First Call EPS ($1.49): 22.0
Slide 7: Comparable Transactions
Comparable Transactions Texas metropolitan bank transactions with announced deal values over $50 million since January 1, 2004 General Information Transaction Values & Multiples Target Financial Data at Ann. Price/ Price/ Price/ Core 1 Day 1 Month Deal LTM Est. Price/ Tang. Deposit Mkt. Mkt. Tg. Eq.
Slide 8: Pro Forma Banking Center Network
Pro Forma Banking Center Network # of Branches Prosperity Bancshares Inc. 88 Texas United Bancshares, Inc. State Bank 25 GNB Financial NA 7 Gateway National Bank 6 Northwest Bank 5 Total Texas United Branches 43 8
Slide 9: Pro Forma Dallas/Fort Worth Banking Center Network
Pro Forma Dallas/Fort Worth Banking Center Network Prosperity Bancshares Inc. Texas United Bancshares, Inc. GNB Financial NA Gateway National Bank Northwest Bank 9
Slide 10: The Dallas/Fort Worth Market
The Dallas/Fort Worth Market • Fort Worth is Texas’ third largest deposit market • A metropolitan region of 5.9 million that is projected to grow 13.9% from 2005 to 2010 – Tarrant County will lead the region’s population growth, adding up to 800,000 people by 2030 • New residents and businesses are
Slide 11: The Greater Houston Market
The Greater Houston Market • A metropolitan region of 5.4 million that is projected to grow 15.0% from 2005 to 2010 • Houston is the 4th largest city in the US • Harris County is Texas’ largest deposit market with $85.8 billion in total deposits • Home to 24 FORTUNE 500 companies • Port of Houston c
Slide 12: Other Significant Markets
Other Significant Markets The Bryan / College Station Market The Austin / Round Rock Market • Current population of more than 200,000 • A metropolitan region of 1.4 million that is that is projected to grow 9.6% from 2005 projected to grow 16.2% from 2005 to to 2010 2010 • Home to the fourth largest
Slide 13: Other Significant Markets
Other Significant Markets The Victoria Market The Corpus Christi Market • Known as the South Texas Crossroads, • 8th Largest City in Texas Victoria is located at the intersection of three major US highways: 77, 87 and 59 • 7th Largest Port in the US; Employs (the future I-69) 40,000 Texans and provi
Slide 14: Texas Deposit Market Share Analysis
Texas Deposit Market Share Analysis Texas Total Total Deposits Market Branch in Market Share Rank Institution Count ($000) (%) 1 JPMorgan Chase & Co. (NY) 418 66,978,768 21.41 2 Bank of America Corp. (NC) 489 40,556,362 12.96 3 Wells Fargo & Co. (CA) 555 24,772,067 7.92 4 Cullen/Frost Bankers Inc. (
Slide 15: One of a Few with a Significant Footprint
One of a Few with a Significant Footprint Top 20 independent Texas banks and thrifts ranked by number of Brick and Mortar branches Rank Company Branches 1. International Bancshares Corporation 163 2. Guaranty Bank 139 Pro Forma PRSP 131 3. Cullen/Frost Bankers, Inc. 103 4. Prosperity Bancshares, Inc
Slide 16: Pro Forma Deposit Composition
Pro Forma Deposit Composition Prosperity Bancshares, Inc. Texas United Bancshares, Inc. Prosperity Bancshares, Inc. 3/31/06 3/31/06 Pro Forma 3/31/06 CDs & IRAs Non-interest CDs & IRAs Non-interest CDs & IRAs Non-interest >$100,000 bearing DDA CDs & IRAs >$100,000 bearing DDA bearing DDA >$100,000 1
Slide 17: Pro Forma Loan Portfolio
Pro Forma Loan Portfolio Prosperity Bancshares, Inc. Texas United Bancshares, Inc. Prosperity Bancshares, Inc. 3/31/06 3/31/06 Pro Forma 3/31/06 Agriculture Agriculture Agriculture 2.8% Home Equity 5.2% Home Equity Commercial Home Equity Consumer 2.7% 3.2% 3.7% 3.3% R.E. Consumer 2.9% Consumer 1-4 F
Slide 18: Contact Information
Contact Information Corporate Headquarters Investor Contacts Prosperity Bank Plaza David Zalman 4295 San Felipe Chairman & Chief Executive Officer Houston, Texas 77027 979.543.2200 david.zalman@prosperitybanktx.com 281.269.7199 Telephone Dan Rollins 281.269-7222 Fax President & Chief Operating Offic
Slide 19: TXUI Acquisition Presentation – 7/19/06
TXUI Acquisition Presentation – 7/19/06
Prosperity Bancshares — Merger or Acquisition (July 2006) on 6ix