Southstate Bank Corporation · NYSE:SSB
Southstate Bank — South State — Merger or Acquisition (January 2020)
24 slides from Southstate Bank's merger presentation, Jan 27, 2020
Slide 1: South State CenterState: Banking Forward
$ i SOUTH STATE CenterState Trusted. Committed. Banking Forward.
Slide 2: Forward Looking Statements; Additional Information
2 Forward Looking Statements; Additional Information Information in this communication, other than statements of historical facts, may constitute forward - looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995 . These statements include, but are not limited t
Slide 3: Creating the Leading Southeast Regional Bank
3 Creating the Leading Southeast Regional Bank Best in Class Markets and Teams Expanded Scale Improves Efficiency and Product Delivery Top Tier Performance Metrics
Slide 4: Creating the Leading Southeast Regional Bank
4 Source: S&P Global Market Intelligence. (1) Estimated balances at closing (2) 2021 consensus estimates with cost saves fully phased in (3) Includes top 15 largest markets in the Southeast sorted by projected ‘20 – ‘25 population growth markets. Data pro forma for announced transactions and as of t
Slide 5: A Common Disciplined Approach
5 A Common Disciplined Approach Soundness Profitability Growth
Slide 6: Deep and Experienced Leadership Team
6 Deep and Experienced Leadership Team Will Matthews Chief Financial Officer Steve Young Chief Strategy Officer Richard Murray President Robert Hill Executive Chairman John Corbett Chief Executive Officer John Pollok SEVP and Director Renee Brooks Chief Operating Officer Greg Lapointe Chief Banking
Slide 7: Transaction Rationale
7 Transaction Rationale Strategically Compelling Strengthens Both Companies Financially Attractive Well - Positioned for Future Success • Creates a high - powered financial institution with $ 34 billion in assets • Contiguous footprint with meaningful presence high growth markets • Granular, low - c
Slide 8: Transaction Terms
8 Transaction Terms Structure • Legal / Accounting Acquiror: South State Corporation • Exchange Ratio: 0.3001 x • Ownership Split: 47 % SSB / 53% CSFL Timing & Approval • Approvals: Shareholder and regulatory • Anticipated Closing: Q3 ‘20 Leadership • Board Composition: 8 South State / 8 CenterState
Slide 9: Attractive Markets of Operation
9 Alabama Georgia Florida South Carolina North Carolina Virginia Attractive Markets of Operation Source: S&P Global Market Intelligence Dollars in Billions Deposit data as of 6/30/19 (1) Includes all MSAs with population over 500,000; with pro forma deposits greater than $100 million (2) Top 15 larg
Slide 10: Peer-leading Pro Forma Demographics and Deposit Base
10 0.67% 0.59% 0.50% Peer - leading Pro Forma Demographics and Deposit Base Source: S&P Global Market Intelligence Includes all banks headquartered nationwide with total assets between $25 and $50 billion (1) Population growth deposit weighted by county; deposit data as of 6/30/19 (2) Data as of mos
Slide 11: Peer-leading Pro Forma Profitability
11 Peer - leading Pro Forma Profitability Source: FactSet Includes all banks headquartered nationwide with assets between $25.0 billion and $50.0 billion; excludes peers without estimates (1) 2021 consensus estimates with cost saves fully phased in 2021 Consensus Efficiency Ratio 2021 Consensus ROAT
Slide 12: Core Funded Franchise
12 Core Funded Franchise Source: S&P Global Market Intelligence Data as of the three months ended 12/31/19; deposit data by state as of 6/30/19 Core Deposit Base Deposits by State South Carolina 61% Georgia 24% North Carolina 11% Virginia 4% Florida 77% Georgia 14% Alabama 9% Florida 40% South Carol
Slide 13: Diversified Loan Portfolio
13 Loans/ Deposits (1) CRE/ RBC (2) Diversified Loan Portfolio 91.2% 229% 93.4% 294% 92.3% ~280% SSB CSFL Pro Forma C&D 9% 1 - 4 Family 27% Multifamily 2% Non Owner - Occupied CRE 25% Owner - Occupied CRE 20% C&I 10% Consumer & Other 8% C&D 9% 1 - 4 Family 22% Multifamily 2% Non Owner - Occupied CRE
Slide 14: Key Merger Assumptions
14 • $ 205 million pre - tax • 1.75%; amortized sum of years digits over 10 years • Based on consensus estimates • All stock merger of equals with CenterState merging into South State • CSFL shareholders receive 0.3001x SSB shares per CSFL share Consideration • Reversal of existing discounts on Cent
Slide 15: Summary Financial Impact
15 Summary Financial Impact (1) 2021 EPS accretion assumes cost savings are fully phased - in for illustrative purposes (2) Includes full impact of one - time merger expenses for illustrative purposes (3) Pro forma at closing, including the estimated impact of purchase accounting and the inclusion o
Slide 16: The Combined Company
16 The Combined Company Source: S&P Global Market Intelligence Dollars in billlions Data as of 12/31/19; pricing data as of 1/24/20 (1) High Growth Markets defined as the 25 fastest growing MSAs in the Southeast with population greater than 500,000 Pro Forma Highlights 18 High Growth Markets (1) 6%
Slide 17: Appendix
Appendix Banking Forward 17
Slide 18: Largest Banks in the Southeast
18 15 Largest Banks in the Southeast Source: S&P Global Market Intelligence Dollars in billions Data as of the most recent quarter available; pricing data as of 1/24/20 Pro forma for announced transactions Rank Institution Total Assets Market Cap 1 Bank of America Corporation $2,434 $296.4 2 Truist
Slide 19: Creating Value for Shareholders
19 Creating Value for Shareholders Illustrative Market Value Creation SSB ~$2.8 bn ~$0.8 bn CSFL ~$3.2 bn ~$6.1 bn ~$6.9 bn Standalone Mkt Cap Value of Cost Savings Illustrative Combined Value Source: S&P Global Market Intelligence Pricing data as of 1/24/20 Note: SSB share count data as of 12/31/19
Slide 20: Solid Checking Deposit Mix – Consumer vs. Commercial
20 Solid Checking Deposit Mix – Consumer vs. Commercial Source: Company documents SSB CSFL Pro Forma Consumer 43% Commercial 57% Checking Accounts by Number Checking Accounts by Dollars ~778 thousand Checking Accounts ~1.1 million Total Deposit Accounts Pro Forma # of Accounts Consumer 80% Commercia
Slide 21: Pro Forma Net Operating Revenue – 4Q 2019
21 Pro Forma Net Operating Revenue – 4Q 2019 (1) Pro Forma represents sum of SSB and CSFL 4Q 2019 revenue. Wealth & Trust Deposit Services Mortgage Banking Other Correspondent Banking Wealth & Trust Deposit Services Mortgage Banking Other Correspondent Banking Wealth & Trust Deposit Services Mortgag
Slide 22: Combination Will Benefit All Stakeholders
22 Combination Will Benefit All St akeh olders Customers Employees & Team Culture Communities Shareholders • Improved product mix to benefit clients • Enhanced customer experience with investments in technology • Complementary corporate cultures • C areer growth opportunities • Minimal disruption du
Slide 23: Mutual Due Diligence Process
23 Mutual Due Diligence Process Focus on Cultural Compatibility Detailed Risk Management Analysis Human Capital Planning and Management Extensive Mutual Credit Review Finance and Accounting Evaluation
Slide 24: Contacts
Robert R. Hill, Jr. Chief Executive Officer South State Corporation John C. Corbett Chief Executive Officer CenterState Bank Corporation William E. Matthews V Chief Financial Officer CenterState Bank Corporation John C. Pollok Chief Financial Officer South State Corporation Stephen D. Young Chief Op