Seacoast Banking Corporation Of Florida · NASDAQ:SBCF
Seacoast Banking Corporation Of Florida — Seacoast Banking Corp of Florida — Merger or Acquisition (August 2022)
21 slides from Seacoast Banking Corporation Of Florida's merger presentation, Aug 8, 2022
Slide 1: Acquisition of Professional Holding Corp.
Investor Presentation August 8, 2022 Acquisition of Professional Holding Corp.
Slide 2: Forward-looking statements
This presentation contains “forward-looking statements” within the meaning, and protections, of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including, without limitation, statements about future financial and operating results, cost savings, enha
Slide 3: Important Information For Investors And Shareholders
Important Information For Investors And Shareholders This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitatio
Slide 4: Key Transaction Themes
4 Key Transaction Themes 1) Increased market share in South Florida – one of the top banking markets in the country that has seen continuing inflow of sustainable business, people and wealth 2) Addition of long-term, in-market banking professionals and a loan portfolio that complements Seacoast’s le
Slide 5: Florida population and wealth migration
• Attracted by Florida’s favorable business climate and lower taxes, individual and business migration to Florida has surged. The inflow of wealth has a significant positive impact to the state’s fiscal and economic health. • Florida has 4 of the top 7 metro areas nationwide for population inflow, i
Slide 6: Strategic Rationale and Transaction Overview
6 Strategic Rationale and Transaction Overview Pro Forma Florida Branch Footprint Contribution Analysis ⁴ • Comprised of Miami-Dade County, Broward County, and Palm Beach County, the Miami MSA (the “Tri-County Area” or “TCA”) is a premier banking market among the best and fastest growing • Professio
Slide 7: Palm Beach and Broward County economic growth
• Palm Beach County, Florida, also known as "Wall Street South," recently announced the relocation of 10 financial industry giants that plan to create thousands of jobs. A few of the recently relocated firms are NewDay USA, Virtu Financial, and Elliott Management • Palm Beach County is also home to
Slide 8: Professional Expands Seacoast's Presence in Tri-County Area
1. Community banks defined as banks with total assets less than $30B 2. Seacoast branch map and branch count include recently closed acquisitions of Sabal Palm Bancorp, Inc. and Business Bank of Florida, Corp., as well as pending acquisitions of Apollo Bancshares, Inc. and Drummond Banking Company N
Slide 9: Enhances Seacoast's Franchise Value as Florida's Pure Play
Public and Private Florida Banks2 Traded on Asset Size Total NASDAQ & NYSE < $500M 35 1 $500M - $1B 24 1 $1B - $5B 16 3 $5B - $10B 2 1 $10B - $30B 2 1 >$30B 3 2 Total 82 9 9 Enhances Seacoast’s Franchise Value as Florida’s “Pure Play” ACQUISITION OF PROFESSIONAL HOLDING CORP. 1 Public “Pure Play” Fl
Slide 10: Florida MSA growth and deposit rankings
1. List sorted based on 2022 total population 2. Seacoast opened a de novo branch in Naples-Marco Island, FL in February 2022 Note: Deposit data as of June 30, 2021 Source: S&P Capital IQ Pro Rank ¹ MSA '22 - '27 Pop. Growth (%) '22 Population (000) '22 - '27 HHI Growth (%) '21 Total Deposits ($000)
Slide 11: Financially Attractive Transaction With Conservative Model Assumptions
11 Financially Attractive Transaction With Compelling Pro Forma Financial Impact and Conservative Model Assumptions • Financially Attractive Acquisition: – 6.4% upfront dilution to TBV per share, earnback of ~2.3 years, and exceptional EPS accretion of ~11.8% in 2023 and ~15.4% in 2024 – Removing th
Slide 12: Key Financial Results, Price, Multiples & Assumptions
~2.3 Years TBV Earnback 15.4% ¹ 2024 EPS Accretion Key Financial Results (6.4%) TBV Share Accr. / (Dilu.) at Close ~18.8% Internal Rate of Return 11.8% ¹ 2023 EPS Accretion Transaction Price Deal Price/Share³ $32.74 Aggregate Deal Value $488.6M Fixed Exchange Ratio 0.8909x Price, Multiples & Assumpt
Slide 13: Disciplined and Experienced Acquirer
Disciplined and Experienced Acquirer • Seacoast is an experienced acquirer with 16 transactions since 2014 • Track record of successful integration and realization of cost savings through a “bottom up” and individualized approach to cost savings analyses • Conservative and “downside” balance sheet g
Slide 14: Extensive Credit Diligence Completed
Extensive Credit Diligence Completed Diligence Process: • 70% of total loan exposure reviewed • Risk-based Loan Sample – Large balance commitments – Loans originated YTD 2022 – I-CRE (income producing commercial real estate) – ADC (land acquisition, development and construction) – Non-residential al
Slide 15: Gross Credit, Rate, and CECL Loan Marks
Gross Credit, Rate, and CECL Loan Marks • 2.01% / $40.2 million gross pre-tax credit mark on the loan portfolio ‒ $6.6 million pre-tax, or 3.26% mark on PCD loans (0.33% of total gross loans), recorded as ALLL ‒ $33.6 million pre-tax, or 1.87% mark on non-PCD loans (1.68% of total gross loans), reco
Slide 16: Significant Loss Absorption Capacity
16 Significant Loss Absorption Capacity ACQUISITION OF PROFESSIONAL HOLDING CORP. 1. Loan data as of June 30, 2022; Seacoast and PFHD loan data reflects GAAP data; Apollo and Drummond data reflects bank-level regulatory data as of June 30, 2022; does not include fair value / purchase accounting adju
Slide 17: M&A Strategy Delivering Consistent Growth and Long-Term Value Creation
2.2 2.3 3.1 3.5 4.7 5.8 6.7 7.1 8.3 10.3 15.6 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 Pro Forma Total Shareholder Returns P R O V E N T R A C K R E C O R D O F S U C C E S S F U L A N D V A L U E - A D D E D I N T E G R A T I O N S M&A Strategy Delivering Consistent Growth and Long-Term Va
Slide 18: Professional Holding Corp. Transaction Summary
Professional Holding Corp. Transaction Summary 18 Transaction Value • $488.6 million fully diluted, $32.74 per PFHD common share1 Consideration • PFHD shareholders will receive 0.8909x shares of Seacoast common stock • Options are rolled over into Seacoast options based on an exchange ratio of 0.890
Slide 19: Appendix
Appendix 19ACQUISITION OF PROFESSIONAL HOLDING CORP.
Slide 20: M&A Strategy Closing and Integration Timeline
20 M&A Strategy Closing and Integration Timeline ACQUISITION OF PROFESSIONAL HOLDING CORP. Mar Announce Acquisition of Professional Holding Corp. August 8, 2022 Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Announce Acquisition of Apollo Bancshares, Inc. March 29, 2022 Announce
Slide 21: No Change In Loan & Deposit Mix Post Consolidation
No Change In Loan & Deposit Mix Post Consolidation 21 Transaction 56.6% Savings & MMDA 37.2% Retail Time 3.8% Jumbo Time 2.4% Transaction 46.9%Savings & MMDA 44.3% Retail Time 3.0% Jumbo Time 5.7% Transaction 58.7% Savings & MMDA 35.7% Retail Time 3.9% Jumbo Time 1.7% 1-4 Family 24.3% Multifamily 2.
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