First Busey Corporation · NASDAQ:BUSE

First Busey — Merger or Acquisition (August 2018)

19 slides from First Busey's merger presentation, Aug 22, 2018

  1. Slide 1: Special Note Concerning Forward-Looking Statements

    Special Note Concerning Forward-Looking Statements This document may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the financial condition, results of operations, plans, objectives, future performance and business of Fir

  2. Slide 2: Additional Information

    First Busey will file a registration statement on Form S-4 with the SEC in connection with the proposed transaction. The registration statement will include a proxy statement of Banc Ed that also constitutes a prospectus of First Busey, which will be sent to the stockholders of Banc Ed. Banc Ed’s st

  3. Slide 3: First Busey at a Glance

    First Busey at a Glance 2 2 3 2016 2017 2018YTD 150-year old institution operating 63 branches across four states Balance Sheet ($Mil) • Illinois, Missouri, Indiana & Florida Assets $ 5,425 $ 7,861 $ 7,776 Third largest commercial bank based in Illinois¹ Net Loans $ 4,087 $ 5,561 $ 5,536 Deposits $

  4. Slide 4: Successful Acquirer & Integrator

    Successful Acquirer & Integrator First Busey has announced five transactions since 2014, expanding into the St. Louis and Chicago Markets Integration of past transactions has resulted in meeting or exceeding our initial expectations January 2015 5 Transaction Date Assets Loans Deposits Branches MSA

  5. Slide 5: Successful Acquirer & Integrator

    Successful Acquirer & Integrator Q First Busey has announced five transactions since 2014, expanding into the St. Louis and Chicago Markets Integration of past transactions has resulted in meeting or exceeding our initial expectations TRAN | commenting | Ormco | mriantcon 3 Transaction ate [Mapa lee

  6. Slide 6: Overview of Banc Ed Corp.

    Overview of Banc Ed Corp. Bank Ed Corp. has provided banking and financial services to the Edwardsville area community since 1868 19 full-service branches all located in St. Louis MSA Core deposits represent approximately 81% of deposits 0.52% total cost of deposits for the quarter ended June 30, 20

  7. Slide 7: Pro Forma Franchise

    Pro Forma Franchise Pro Forma Deposit Market Share Overview 82 full service branches with 62 throughout Illinois, 14 in Missouri, 5 in Florida, and 1 in Indiana Significantly enhances Busey’s existing presence in St. Louis market MSA deposit market share improves from #18 to #7 $9.6 billion in asset

  8. Slide 8: Transaction Rationale

    Transaction Rationale Strategically Compelling Financially Attractive Low Risk Comprehensive due diligence process and thorough loan review completed Banc Ed has an experienced and deep management team to assist in post merger operations, integration, and market expansion Banc Ed has same fundamenta

  9. Slide 9: Transaction Terms

    Transaction Terms 1 Based on BUSE closing share price of $31.89 on August 21, 2018, and 816,852 Banc Ed shares outstanding 2 Directors and executives have entered into voting agreements representing 52.3% of shares outstanding 3 Holding company close, expect mid-2019 bank merger Transaction Value1 $

  10. Slide 10: Transaction Pro Forma Financial Implications

    Transaction Pro Forma Financial Implications Earnings Accretion 1st Full Year of 100% Cost Savings 4.5% Tangible Book Value Dilution at Close 2.0% Tangible Book Value Per Share Earn Back at Close 2.6 years Pro Forma TCE Ratio1 Pro Forma Tier 1 Common Ratio1 Pro Forma Total Risk Based Capital Ratio1

  11. Slide 11: Transaction Assumptions

    Transaction Assumptions 31% of Banc Ed Corp. LTM non-interest expense, phased in over two years Estimated Cost Savings: Revenue Synergies: Identified, but not modeled Transaction Expenses: $29.1 million, pretax 1.75% of non-time deposits amortized over ten years using the sum-of-years-digits method

  12. Slide 12: Due Diligence Review

    Due Diligence Review Thorough due diligence process to evaluate Banc Ed Corp.’s credit portfolios Total $ Amount $13.8 M As a Percent of loans 1.55% Loan review completed by internal BUSE team As a Percent of NPAs 100%+ 48% of outstanding commercial loan balances reviewed Loan Loss Reserve $12.8 M A

  13. Slide 13: Transaction Meets All M&A Disciplines

    Transaction Meets All M&A Disciplines Significant expansion in the attractive St. Louis market, Midwest’s 4th largest MSA; increases deposit market share from 18th ranking to 7th High-density metro market with growth opportunities in commercial & wealth management deposits – 81% core with 52 bps ove

  14. Slide 14: Pro Forma Loan Portfolio

    Pro Forma Loan Portfolio Consr & Other 8.5% Consr & Other 6.7% C&D 5.6% C&D .2% 7.9% Consr & Other 19.7% 1-4 Fam 21.7% C&I 19.7% C&I 18.3% 1-4 Fam 20.3% 1-4 Fam 21.9% 9.8% Multifam 7.4% Multifam 7.7% HEL C 6.6% HELOC 4.3% HELOC 4.6% Multifam 5.4% wnOcc CRE 10.3% OwnOcc CRE 14.3% OwnOcc CRE 14.9% Oth

  15. Slide 15: Pro Forma Deposit Composition

    Pro Forma Deposit Composition Time Deposits > $100k 1.7% Time Deposits > $100k 3.2% Time Deposits > $100k 3.5% Non Int. Bearing 18.7% Non Int. Bearing 23.1% Time Deposits < $100k 17.0% Non Int. Bearing 24.3% Time Deposits < $100k 19.7% Time Deposits < $100k 20.4% NOW Acct 9.1% NOW Accts 3.9% NOW Acc

  16. Slide 16: Pro Forma Deposit Composition

    Pro Forma Deposit Composition of Foal 2 (Gio) Kot oul NowaOteriam «IK ROWE OMrIam 299957398 onset Bag, EEO LEGA 2 NDA Se NOR 8S 8597 Shak MOA 3899 som Tie Deposits < $250k Time Ospoits<$250k 267480 «170K © Timm Dept<S2Stk Sze. Time Depots > $250 TimeDeposts> $250k 2722217 «Time Depts > 25th _ 244g 3

  17. Slide 17: Non-GAAP Reconciliation – Adjusted Net Income and ROAA

    Non-GAAP Reconciliation – Adjusted Net Income and ROAA Net Income Acquisition Expense Salaries, wages, and employee benefits Data processing Other Other restructuring costs Salaries, wages, and employee benefits Other Related tax benefit Tax Cut and Jobs Act adjustment Adjusted net income $ 49,694 $

  18. Slide 18: Non-GAAP Reconciliation – TCE / TA and Adjusted ROATCE

    Non-GAAP Reconciliation – TCE / TA and Adjusted ROATCE Total Assets Goodwill and intangible assets Tax effect of goodwill and intangible assets Tangible Assets $ 5,425,170 (121,276) $ 7,860,640 (308,073) $ 7,775,544 (303,407) 7,392 11,039 9,288 $ 5,311,286 $ 7,563,606 $ 7,481,425 Total common equity

  19. Slide 19: Non-GAAP Reconciliation — TCE / TA and Adjusted ROATCE

    Non-GAAP Reconciliation — TCE / TA and Adjusted ROATCE Year Ended December 31, Six Months Ended June 30, Total Assets Goodwill and intangible assets Tax effect of goodwill and intangible assets Tangible Assets Total common equity Goodwill and intangible assets Tax effect of goodwill and intangible a

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