Renasant Corporation · NYSE:RNST

Renasant — IPO Roadshow (August 2016)

42 slides from Renasant's IPO roadshow presentation, Aug 15, 2016

  1. Slide 1: Subordinated Note Issuance August 2016

    Subordinated Note Issuance August 2016 Issuer Free Writing Prospectus Dated August 15, 2016 Filed pursuant to Rule 433 Registration Statement No. 333-206966

  2. Slide 2: Forward-looking statements

    This presentation contains various “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 about Renasant Corporation that are subject to risks and uncertainties. Congress passed the Private Securities Litigation Reform Act of 1995 in an effort to enco

  3. Slide 3: Registration Statement and Non-GAAP Financial Measures

    Registration Statement The Company has filed a registration statement (File No. 333-206966) (including a base prospectus) and related preliminary prospectus supplement dated August 15, 2016 with the SEC for the offering to which this communication relates. Before you invest, you should read the pros

  4. Slide 4: Terms of Proposed Offering

    Terms of Proposed Offering Issuer: Renasant Corporation (NASDAQ: RNST) Security: [ ]% Fixed-to- Floating Rate Subordinated Notes Principal Amount: $75 million Rating: BBB by Kroll Bond Rating Agency A rating reflects only the view of a rating agency, and it is not a recommendation to buy, sell or ho

  5. Slide 5: Corporate Overview

    Corporate Overview

  6. Slide 6: Renasant Corporation

    Parent of Renasant Bank, founded in 1904 $8.5 billion in total assets as of June 30, 2016 Headquartered in Tupelo, MS NASDAQ Global Select: RNST More than 175 banking, mortgage, financial services and insurance offices in the 5 southeastern states of Alabama, Florida, Georgia, Mississippi and Tennes

  7. Slide 7: Renasant Management Team

    E. Robinson “Robin” McGraw Chairman and CEO C. Mitchell Waycaster President and COO Kevin D. Chapman Executive Vice President and CFO Executive Management Regional Presidents J. Scott Cochran (President – Western) R. Rick Hart (President – Northern) Michael D. Ross Chief Commercial Officer (Presiden

  8. Slide 8: Current Footprint

    More than 175 banking, mortgage, financial services and insurance offices Northern Region Tennessee Eastern Region Georgia Central Region Alabama & Florida Western Region Mississippi Current Footprint * As of June 30, 2016

  9. Slide 9: Market Expansion Experience Since 2010

    De novo expansion: Columbus, MS 2010 De novo expansion: Montgomery, AL Starkville, MS Tuscaloosa, AL De novo expansion: Maryville, TN Jonesborough, TN FDIC-Assisted Transaction: Crescent Bank and Trust Jasper, GA Assets: $1.0 billion FDIC-Assisted Transaction: American Trust Bank Roswell, GA Assets:

  10. Slide 10: Financial Highlights

    Financial Highlights

  11. Slide 11: Profitability: Net Income

    Profitability Net Income ex. Merger Expenses* $ in thousands * Excludes after-tax impact of merger expenses. Net Income $ in thousands

  12. Slide 12: Profitability: ROATA and ROATE

    Profitability Note: Data excludes merger expenses * See Appendix for reconciliation of Non-GAAP disclosure to GAAP Return on Average Tangible Assets* Return on Average Tangible Equity*

  13. Slide 13: Total Assets

    Total Assets $8,530 2011 2012 2013 2014 2015 1Q16 2Q16 (in millions) mmmTotal Assets ==Deposits Loans

  14. Slide 14: Transition to Core Funding

    Less Reliance on Borrowed Funds - 28% at year end 2008 declined to 8% at the end of 2Q16 Improved Deposit Mix – Non-interest bearing deposits represent 22% of deposits at the end of 2Q16 as compared to 13% at year end 2008 Non Time Deposit Mix 6/30/16 Personal51% Commercial 33% Public16% Top 5 marke

  15. Slide 15: Net Interest Margin & Efficiency Ratio

    * Excludes certain items from income and expense that management considers to be non-recurring. See Appendix for reconciliation of Non-GAAP disclosure to GAAP Net Interest Margin & Efficiency Ratio

  16. Slide 16: Non Interest Income

    Diversified sources of noninterest income Less reliant on NSF Opportunities for growing Non Interest Income Expansion of Trust Division Wealth Management Services into larger, metropolitan markets Expansions within our de novo operations Expansion of the Mortgage Division within new markets Fees der

  17. Slide 17: Complementary Business Lines

    Wealth Management Total Revenue: $5.8 million Renasant Insurance Total Revenue: $4.1 million 8 offices in Mississippi 26 Agents 28 Customer Service Agents Mortgage Total Revenue: $25.3 million 92 producers 30 Branch Offices 14 Mortgage Offices 2016 June YTD Revenue Mix Assets Under Management Trust

  18. Slide 18: Mortgage Banking Division

    Total Production Loan Purpose Mix Volume $2.3 billion Units 10,906 Average Size$215,070 Average Rate 3.88% Average LTV 83% Average FICO 733 Channel Mix Product Mix Note: Production Statistics Since HBOS Merger (July 2015-June 2016) Mortgage Banking Division

  19. Slide 19: Loans and Asset Quality

    Loans and Asset Quality

  20. Slide 20: Total Portfolio Loans

    *Covered loans are subject to loss-share agreements with FDIC 2011 2012 2013 2014 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 Not Acquired $2,242 $2,573 $2,886 $3,268 $3,274 $3,408 $3,607 $3,830 $4,075 $4,292 Acquired Covered* $339 $237 $182 $143 $126 $121 $101 $93 $45 $42 Acquired Not Covered - - $813 $577 $554

  21. Slide 21: Loan Portfolio Mix and Diversification

    At June 30, 2016, loans totaled $5.97B 72% Not Acquired 27% Acquired Not Covered 1% Acquired Covered Loan Mix Average Loan Size Weighted Average Rate Weighted Average Maturity 1-4 Family $ 85 4.28% 141 Non Owner Occupied 672 4.17% 54 Owner Occupied 336 4.49% 57 Commercial & Industrial 97 4.33% 33 Co

  22. Slide 22: ADC and CRE Concentration Guidelines

    Acquisition, Development & Construction (ADC) and Commercial Real Estate (CRE) CRE Concentration Guidelines

  23. Slide 23: Non-performing Assets

    As a percentage of total assets 83 Not Acquired Acquired Covered AcquiredNot Covered NPL’s $12.0M $4.2M $27.0M ORE $9.6M $2.6M $17.1M Total NPA’s $21.6M $6.8M $44.1M 22 NPA’s Breakdown as of 6/30/2016 Non-performing Assets

  24. Slide 24: Allowance for Loan Losses

    *Ratios exclude loans and assets acquired in connection with the recent acquisitions or loss share transactions Proactive in Providing Reserves for Problem Credit Resolution Allowance for Loan Losses as Percentage of Non-Acquired Loans* 2010 2011 2012 2013 2014 2015 1Q16 2Q16 2.07% 1.98% 1.72% 1.65%

  25. Slide 25: Capital and Liquidity

    Capital and Liquidity

  26. Slide 26: Strong Capital Position

    Maintained dividend throughout economic downturn Regulatory capital ratios are above the minimum for well-capitalized classification Capital level positions the Company for future growth and geographic expansion Did not participate in the TARP program Ratio 2011 2012 2013 2014 2015 1Q16 2Q16 Well Ca

  27. Slide 27: Loan to Deposit Ratio

    Loan to Deposit Ratio 82.4% 81.2% 80.2% 72.8% 75.6% 2010 2011 2012 2013 2014 87.1% 86.6% 89.0% 2015 «= 1Q16 = 2Q16

  28. Slide 28: Investment Portfolio

    As of June 30, 2016 ($ in 000’s) Investment Portfolio Investment Portfolio As of June 30, 2016 Mix % Book Market Unrealized Gain / (Loss) TE Yield Avg. Life in Years Available for Sale (AFS) Agency 0 $2,080 $2,220 $140 3.3500000000000002E-2 3.2 MBS/CMO 0.59 ,625,830 ,635,887 10,057 2.220000000000000

  29. Slide 29: Interest Rate Risk – Earnings at Risk

    Variance in Projected Net Interest Income (NII) vs. Projected NII under Flat Rates as of June 30, 2016 Interest Rate Risk – Earnings at Risk

  30. Slide 30: Double Leverage and Interest Coverage

    * Assumes $75 million gross subordinated note offering with 5.25% coupon Double Leverage and Interest Coverage Historical and Pro Forma Interest Coverage (Dollars in Thousands) For the Year Ended December 31 Pro Forma 2011 2012 2013 2014 2015 2Q16 Equity Investment in Subsidiaries $,552,524 $,563,34

  31. Slide 31: Conclusion

    112-year-old financial services institution growing and changing with the times More than 175 banking, mortgage, financial services and insurance offices in vibrant markets across 5 southeastern states Profitable with consistent dividend throughout the financial crisis Proven record of successful ac

  32. Slide 32: Appendix

    Appendix

  33. Slide 33: Management Biographies

    Chairman & CEO E. Robinson “Robin” McGraw Mr. McGraw has served as Chief Executive Officer of Renasant Corporation and Renasant Bank since 2000. Since June 2005, Mr. McGraw has also served as Chairman of the Board of Directors of the Company and the Bank. Mr. McGraw served as Executive Vice Presiden

  34. Slide 34: Mississippi Deposit Market Share

    Deposits Market Rank Institution ($mm) Share Branches 1 Regions Financial Corp. $7,023 14.2 % 138 2 Trustmark Corp. 6,864 13.9 129 3 BancorpSouth Inc. 5,295 10.7 98 4 Renasant Corp. 2,879 5.8 70 5 Hancock Holding Co. 2,856 5.8 39 6 BancPlus Corp. 2,049 4.1 59 7 Community Bancshares of MS, Inc. 2,020

  35. Slide 35: Georgia Deposit Market Share

    Entered the North GA market through two FDIC loss share transactions in 2010 and 2011 12 full-service locations Expanded services include mortgage and wealth management personnel Grew GA presence by completing acquisition of Heritage Financial Group, Inc, which closed July 1, 2015 ($1.9 billion in a

  36. Slide 36: Alabama Deposit Market Share

    Birmingham leads the state in the health care industry with an annual payroll of approximately $2.9 billion, followed by Huntsville with $998 million Honda, Hyundai, Mercedes-Benz increasingly large presence Merger with Heritage Financial Group, Inc. which closed July 1, 2015, added approximately $9

  37. Slide 37: Our Tennessee Operations

    Our Tennessee Operations The Knoxville/Maryville MSA location opened in late Q2 ‘12 East Tennessee operations currently have 4 full-service branches, $238 million in loans and $106 million in deposits New lending teams added in both Memphis and Nashville during 2013 New Healthcare Lending Group adde

  38. Slide 38: Florida Deposit Market Share

    Entered the Florida market through the acquisition of Heritage Financial Group, Inc., which closed on July 1, 2015 Moved into FL with 8 full-services branches along I-75 Florida has the 19th largest economy in the world, if it were a country Publix Super Markets, AutoNation, Office Depot, CSX Corpor

  39. Slide 39: Tangible Common Equity Reconciliation

    Tangible Common Equity Reconciliation of Non-GAAP Disclosures $ in thousands 2011 2012 2013 2014 2015 1Q16 2Q16 Actual shareholders' equity (GAAP) $,487,202 $,498,208 $,665,652 $,711,651 $1,036,818 $1,053,178 $1,124,256 Intangibles ,192,326 ,190,925 ,304,330 ,297,330 ,474,682 ,476,539 ,497,917 Actua

  40. Slide 40: Return on Tangible Assets and Equity Reconciliation

    Reconciliation of Non-GAAP Disclosures Return on Tangible Assets Return on Average Tangible Equity $ in thousands 2011 2012 2013 2014 2015 YTD June 2016 After Tax Merger Expense $1,019.4924999999999 $0 $3,951.9375 $428.54500000000002 $7,470 $2,644 Net Income 25,632 26,637 33,487 59,582 68,014 44,116

  41. Slide 41: Efficiency Ratio Reconciliation

    Reconciliation of Non-GAAP Disclosures Efficiency Ratio $ in thousands 2011 2012 2013 2014 2015 YTD June 2016 1Q16 2Q16 Net Interest income (FTE) $,135,123 $,139,261 $,162,957 $,209,319 $,248,613 $,150,745 71,804 78,932 Total noninterest income 64,699 68,711 71,891 80,509 ,108,270 68,888 33,302 35,5

  42. Slide 42: Efficiency Ratio (Excluding Mortgage) Reconciliation

    Efficiency Ratio (Excluding Mortgage) Reconciliation of Non-GAAP Disclosures Renasant Corp. $ in thousands 2011 2012 2012 2014 2015 YTD 2016 1Q16 2Q16 Net Interest income (FTE) ,135,123 ,139,261 ,162,957 ,209,319 ,248,613 ,150,736 71,804 78,932 Total noninterest income 64,699 68,711 71,891 80,509 ,1

Renasant — IPO Roadshow (August 2016) on 6ix