Wesbanco, Inc. · NASDAQ:WSBC
Wesbanco — Mid-Atlantic Bank Conference 2007
26 slides from Wesbanco's conference presentation, Aug 8, 2007
Slide 1: Mid-Atlantic Bank Conference, Hershey, PA
MidAtlantic Bank Conference Hershey, PA August 8, 2007
Slide 2: Forward Looking Statements
Forward Looking Statements This presentation contains certain forwardlooking statements, including certain plans, expectations, goals, and projections, and including statements about the benefits of the merger between WesBanco and Oak Hill, which are subject to numerous assumptions, risks, and unce
Slide 3: WesBanco Corporate Profile
WesBanco Corporate Profile* • NASDAQ: WSBC • Founded in 1870 • $4.0 billion in assets • 78 offices, 1 lending office, & 111 ATM’s • $3.0 billion in trust assets • Market capitalization: $612 million* • 2007 average daily shares traded: 71,300 • Over 30 acquisitions in past 25 years *As of 6/30/07
Slide 4: Acquisition of Oak Hill Financial
Acquisition of Oak Hill Financial • Combination Highlights • Doubles WesBanco’s Ohio Deposit Market Share • Assists in developing existing markets • Enhances Growth Profile of WesBanco’s Footprint • Financially Attractive • Common Cultures • Provides Additional Revenue Growth Opportunities
Slide 5: Oak Hill Financial, Inc. Overview
Oak Hill Financial, Inc. Overview Overview Markets w Founded in 1902 w 36 branches and 1 loan production w Assets of $1.3 billion office over 16 counties w Central and Southern Ohio w Key Counties : Jackson, Scioto, Lawrence, Hamilton Financial Highlights w Net Loans ($M) $ 1,025 w Deposits ($M) $ 9
Slide 6: Creates a Powerful Community Bank Franchise
Creates a Powerful Community Bank Franchise Pro Forma Financial Highlights Assets: $ 5.5 Billion Deposits: $ 4.0 Billion Branches: 114 WSBC Source: Microsoft MapPoint and SNL Financial OAKF
Slide 7: Transaction Summary
Transaction Summary Consideration Mix: 90% stock / 10% cash Exchange Ratio: 1.256 WSBC shares for each OAKF share Cash Consideration: $38.00 per share Transaction Value: $201 million (at time of announcement) Cost Savings: $7.2 million pretax (approximately 22.0%) Four (4) OAKF board members to joi
Slide 8: Pricing Consistent with Recent Transactions
Pricing Consistent with Recent Transactions Comparables (5) WSBC / OAKF High Median Low Price / LTM Earnings (1) 19.2 x 46.7 x 24.3 x 14.2 x Price / Forward Earnings (2) 17.0 27.9 21.0 15.4 Price / Tangible Book Value 232 % 382 % 272 % 193 % Core Deposit Premium (3) 14.1 33.5 22.7 11.6 1 Day Market
Slide 9: Transaction Rationale
Transaction Rationale w Top 15 deposit market share in Ohio Doubles Ohio w 51% of pro forma deposits located in Ohio Market Share w Connects and fills the geographic gap in WesBanco’s branch network w Doubles presence in growth markets Enhanced w Significant increase in metropolitan deposit composit
Slide 10: Significant Market Share Gain
Significant Market Share Gain STATE: Ohio Total Total Deposits Market Branch in Market Share Rank Institution Count ($000) (%) 1 National City Corp. (OH) 410 30,937,085 14.79 2 Fifth Third Bancorp (OH) 393 25,880,367 12.38 3 Huntington Bancshares Inc. (OH) 446 24,898,042 11.91 4 KeyCorp (OH) 226 22,
Slide 11: Deposit Composition By State
Deposit Composition By State WesBanco Pro Forma 2% 34% 51% 48% 64% 1% Ohio West Virginia Pennsylvania Source: SNL Financial
Slide 12: Financial Impact - Overview
Financial Impact Overview • Extensive due diligence completed • Achievable cost savings identified • Revenue opportunities identified but not assumed w Commercial Banking w Insurance w Wealth Management and Trust Services w Title Services
Slide 13: Sale of Loans
Sale of Loans • As part of the transaction, Oak Hill anticipates selling approximately $50 million in identified loans. • After the sale, Oak Hill’s nonperforming assets will equal $2.65 million or 0.21% of total assets, as compared to $16.56 (1) million or 1.29% of total assets before the sale. •
Slide 14: Financial Impact – Per Share
Financial Impact – Per Share (Thousands except per share) 2008 2009 (1) WesBanco Earnings $ 43,857 $ 46,707 (2) Oak Hill Earnings 11,826 12,659 (3) Anticipated Aftertax cost savings 3,661 5,076 (4) Aftertax Financing Costs (1,309) (1,309) (5) Aftertax Core Deposit Amortization Expense (1,706) (1,
Slide 15: Capital Impact
Capital Impact Estimated Pro Forma Capital Ratios WSBC (1) OAKF (2) At 12/31/2007 Tangible Equity / Tangible Assets 6.81 % 6.60 % 6.08 % Leverage Ratio 9.21 8.47 8.38 Tier I Capital 11.98 10.36 10.61 Total Capital 13.07 11.58 11.61 (1) WSBC estimates as of 6/30/07 (2) OAKF estimates as of 6/30/07
Slide 16: Low Execution Risk
Low Execution Risk • Consistent with WesBanco’s expansion strategy • Common community banking philosophy and culture • Shared expertise in commercial lending • Proven trackrecord integrating acquisitions • Key Oak Hill management to be retained
Slide 17: Year-to-Date 2007 Financial Results
YeartoDate 2007 Financial Results YTD YTD (dollars in thousands) 6/30/2007 6/30/2006 % CHG Net income $ 24,242 $ 16,845 43.9% EPS diluted $ 1.15 $ 0.77 49.5% Return on assets 1.22% 0.80% 52.1% Return on equity 11.94% 8.16% 46.3% Return on tangible equity 18.46% 12.61% 46.4% Net interest margin 3
Slide 18: 2nd Quarter 2007 Financial Results
2nd Quarter 2007 Financial Results 2nd Quarter 2nd Quarter (dollars in thousands) 2007 2006 % CHG Net income $ 12,295 $ 11,261 9.2% EPS diluted $ 0.59 $ 0.52 13.5% Return on assets 1.23% 1.09% 12.8% Return on equity 12.12% 10.83% 11.9% Return on tangible equity 18.76% 16.70% 12.3% Net interest mar
Slide 19: 2nd Quarter 2007 Financial Results
2nd Quarter 2007 Financial Results Ø Decrease in net interest income due to competitive loan and deposit pricing pressure, and overall flat yield curve. Ø Increase in noninterest income of $1.1 million or 8.6%. Trust fees up 9.8%, service charge income up 6.0% and net proceeds from a bankowned lif
Slide 20: Credit Quality
Credit Quality In thousands Nonperforming In thousands Net chargeoffs $25,000 assets 0.60% $4,500 0.60% $4,000 0.54% $20,000 $3,500 0.49% 0.40% $3,000 0.40% $15,000 0.41% 0.38% $2,500 0.35% 0.34% $2,000 $10,000 0.20% $1,500 0.24% 0.20% 0.19% $1,000 $5,000 0.16% 0.17% $500 $0 0.00% $0 0.00% 2Q06 3Q
Slide 21: Wealth Management Profile
Wealth Management Profile Ø Market value of trust assets of approximately $3.0 billion. Ø Currently manage over 5,000 trust relationships. Ø Staff of over 70 individuals including Attorneys, CPAs and Chartered Financial Analysts. Ø Professional services include: • Trust services • Investment service
Slide 22: Dividends Per Share
Dividends Per Share $1.10 $0.94 2002 2003 2004 2005 2006 2007 Annualized 1) 22 consecutive years of dividend increases. 2) Current dividend yield of approximately 4.7% (at 7/25/07). 3) 17% increase in dividends since 2002.
Slide 23: Return to Shareholders
Return to Shareholders (in thousands) 1,600 12.00% 9.62% 9.34% 1,400 8.76% 9.13% 9.21% 8.46% 10.00% 1,200 8.21% 9.75% 8.00% 1,000 8.53% 7.69% 7.65% 6.00% 800 6.84% 6.33% 6.75% 600 4.00% 400 2.00% 200 04 0.00% 05 06 01 02 03 7 00 20 20 20 20 20 20 /2 30 6/ Shares repurchased Tier I leverage Tangibl
Slide 24: Current Pricing Multiples
Current Pricing Multiples Comparables (3) WesBanco Proforma High Median Low Price / LTM Earnings 10.7x 21.6x 13.7x 11.3x Price / Forward Earnings (1) 11.4x 19.1x 11.7x 8.6x Price / Book Value 106% 291% 166% 74% Price / Tangible Book Value 204% 359% 212% 74% Core Deposit Premium (2) 14.8% 26.4% 12.3%
Slide 25: Key Investor Messages
Key Investor Messages Ø Increased dividend in February 2007 – 22 consecutive years of dividend increases. Dividend yield of 4.7% (at 7/25/07). Ø Tangible capital supportive of share repurchases. § Repurchased approximately 1.7 million shares in last two years, with 868,600 shares remaining in curren
Slide 26: Additional Information
Additional Information Shareholders of WesBanco and Oak Hill and other interested parties are urged to read the joint proxy statements/prospectus that will be included in the Form S4 registration statement that WesBanco will file with the SEC in connection with the merger because it will contain im