Midland States Bancorp, Inc. · NASDAQ:MSBI

Midland States Bancorp — Merger or Acquisition (April 2019)

8 slides from Midland States Bancorp's merger presentation, Apr 2, 2019

  1. Slide 1: Acquisition of HomeStar Financial Group, Inc.

    Midland States Bancorp, Inc. Acquisition of HomeStar Financial Group, Inc. April 2, 2019 1

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

    Forward-Looking Statements. Readers should note that in addition to the historical information contained herein, this presentation includes "forward-looking statements," including but not limited to statements about Midland States Bancorp, Inc. (the “Company”, “Midland States” or “MSBI”)’s expected

  3. Slide 3: Transaction Highlights

    Transaction Highlights • Complements our Kankakee footprint (#1 pro forma deposit market share) with the addition of $375 million in assets Strategically • Valuable core deposit franchise with a low beta, 20 bps weighted average cost of Attractive deposits and excess liquidity (67% loans / deposits)

  4. Slide 4: HomeStar Financial Group, Inc. Overview

    HomeStar Financial Group, Inc. Overview Combined Branch Map Bank Overview(1) Kenosha Kenosha Kenosha $ in 000’s Dubuque Dubuque Dubuque Waukegan Waukegan Waukegan Headquarters Manteno, IL Total Assets $375,445 Rockford Rockford Arlington Heights Arlington Arlington Heights Heights Heights Arlington

  5. Slide 5: High Quality, Low Cost Deposit Base

    High Quality, Low Cost Deposit Base  HomeStar’s cost of total deposits has been relatively flat despite an increasing rate environment • 3 bps increase in Interest Bearing Deposits costs versus a 225 bps increase in the Fed Funds rate this cycle • 7th lowest cost of interest-bearing deposits among

  6. Slide 6: Summary of Deal Terms

    Summary of Deal Terms • MSBI to acquire the common stock of HomeStar Financial Group in a stock-for-stock exchange • Prior to or concurrent with closing, the outstanding Trust Preferred Securities (the “TruPS”) will be redeemed for $23.5 million in cash (a 33% discount to par plus accrued interest),

  7. Slide 7: Projected Financial Impact & Assumptions

    Projected Financial Impact & Assumptions EPS Accretion • ~9% in full-year 2020 (reflects fully phased cost savings) TBV Impact • ~2% TBV dilution at closing, earnback of 2 years using crossover method(1) IRR • >25% IRR, above internal targets Pro Forma Capital • ~7.2% TCE/TA Ratios At Closing • ~12.

  8. Slide 8: Appendix – HomeStar Financial Highlights (Bank-Level)

    Appendix – HomeStar Financial Highlights (Bank-Level) Twelve Months Ended, Loans $ in millions 12/31/16 12/31/17 12/31/18 Total: $223 million Non-Owner Balance Sheet: Yield on Loans: 4.92% Multifamily Occ. CRE 6% 10% Total Assets $344.6 $358.7 $375.4 Owner Occ. Commercial & Total Loans 192.1 198.2 2

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