German American Bancorp, Inc. · NASDAQ:GABC

German American Bancorp — Merger or Acquisition (September 2021)

9 slides from German American Bancorp's merger presentation, Sep 21, 2021

  1. Slide 1: Merger with Citizens Union Bancorp of Shelbyville, Inc.

    Symbol: GABC September 2021 Merger with Citizens Union Bancorp of Shelbyville, Inc. Shelbyville, Kentucky 1

  2. Slide 2: Cautionary Note Regarding Forward-Looking Statements

    CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This presentation contains forward‐looking statements made pursuant to the safe‐harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward‐looking statements can often, but not always, be identified by the use of words

  3. Slide 3: Additional Information for Investors

    ADDITIONAL INFORMATION FOR INVESTORS Communications in this presentation do not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any proxy vote or approval. The Merger will be submitted to the Citizens Union Bancorp’s shareholders for their consi

  4. Slide 4: Transaction Highlights

    Transaction Highlights 4 • Attractive addition to German American franchise: – Expands GABC’s market share position in the attractive Louisville, KY market (1) • Tripling market share to 2.47%, a top-10 overall market share position in a major metro market • Increases German American’s deposit marke

  5. Slide 5: Transaction Overview

    Transaction Overview 5 • GABC to acquire 100% of Citizens Union Bancorp of Shelbyville. Citizens Union Bank of Shelbyville will be merged with and into GABC’s banking subsidiary, German American Bank • Approximately 67% stock / 33% cash mix – Citizens Union pro forma ownership of approximately 10%(1

  6. Slide 6: Attractive Addition to Kentucky Franchise

    Citizens Union’s major Kentucky markets enhance GABC’s overall demographics Attractive Addition to Kentucky Franchise GABC CUB Louisville, KY MSA Pro Forma Branch Map Source: S&P Global Market Intelligence, Company documents 1) Based on 3,706,299 shares of CUB common stock outstanding 2) GABC YTD Di

  7. Slide 7: Due Diligence Summary

    Due Diligence Summary 7 • Comprehensive due diligence process • In-depth review of credit files, underwriting methodology and policy • Approximately 71% of the total loan portfolio, approximately 81% of commercial loans (excluding PPP loans), and 100% of non-performing loans were reviewed • Detailed

  8. Slide 8: Summary Highlights

    Summary Highlights • Enhances market position, following upon prior mergers with Citizens First Corp. and First Security Inc., in key, attractive Kentucky markets • Similar cultural fit for transitioning post-close • Pro forma total assets approaching $6.5 billion at close • Financially compelling:

  9. Slide 9: Disciplined, Proven Acquiror

    9 Disciplined, Proven Acquiror 2013 United Commerce Bancorp • $128mm assets 2016 River Valley Bancorp • $519mm assets 2018 5 branches from MainSource Financial Group, Inc. • $175mm deposits First Security • $572mm assets 2019 Citizens First Corporation • $476mm assets 2011 American Community Bancorp

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