Smartfinancial, Inc. · NYSE:SMBK
Smartfinancial — Merger or Acquisition (June 2018)
20 slides from Smartfinancial's merger presentation, Jun 27, 2018
Slide 1: Announces the Acquisition of Foothills Bancorp, Inc.
Announces the Acquisition of Foothills Bancorp, Inc.June 27, 2018
Slide 2: Compliance Disclosure: Important Information for Shareholders
2 Compliance Disclosure Important Information for ShareholdersThis presentation shall not constitute an offer to sell, the solicitation of an offer to sell, or the solicitation of an offer to buy any securities or the solicitation of any vote or approval, nor shall there be any sale of securities in
Slide 3: Legal Disclaimer: Forward-Looking Statements
3 Legal Disclaimer Forward-Looking StatementsCertain of the statements made in this press release may constitute forward-looking statements within the meaning of Section 27A of the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements, in
Slide 4: The SmartFinancial Story
The SmartFinancial Story SmartBank was founded in 2007 as a de novo bank in East Tennessee and has grown to an approximate $2.2 billion-asset franchise through prudent organic growth and a thoughtful series of mergers (pro forma for pending and recently completed transactions)The core franchise in E
Slide 5: An Emerging Southeast Acquirer
An Emerging Southeast Acquirer SmartFinancial is transforming into an experienced and preferred Southeast acquirer, having completed five transactions that added low-cost core deposits in attractive markets across three statesNearly three-fourths of the total franchise’s assets and core deposits, in
Slide 6: Disciplined Acquisition Strategy
Disciplined Acquisition Strategy SmartFinancial has adhered to a disciplined set of merger criteria including:No more than 3 years of initial TBV-per-share dilutionMeaningful EPS accretion in the first full year of operationsConservative loan marksFranchise additiveSmartFinancial is committed to bal
Slide 7: Transaction Overview
Al, SmartFinancial, Inc. Transaction Overview
Slide 8: Foothills Overview
Foothills Overview Foothills Company Details Founded in 2007Strong asset quality and profitabilityThree branches in Knox and Blount countiesTop 4 deposit market share among locally based banks in the Knoxville MSA Knox – Blount – Sevier: Deposit Market Share Source: S&P Global Market IntelligenceNot
Slide 9: Transaction Rationale
Transaction Rationale Financially Attractive Low Risk Strategic Markets & Growth Conservative credit culture and credit marksIn-market transactionStraightforward integration Attractive financial transaction with strong geographic fitGood mix of synergistic opportunities and core market growthMeaning
Slide 10: Transaction Terms
Transaction Terms (1) Based on SMBK’s 20-day average closing price of $25.44 as of 06/27/18(2) Based on Foothills Bancorp, Inc. unaudited financials as of 03/31/18Sources: Definitive Agreement, Company Documents Consideration Form 90% Stock / 10% Cash (each shareholder receives stock and cash) Per S
Slide 11: Key Transaction Assumptions
Key Transaction Assumptions Sources: Definitive Agreement, Company Documents Expected Cost Savings Merger & Integration Costs Treatment of Options Purchase Accounting & Other Adjustments Cost savings target = 34% of seller’s annual non-interest expense base75% realized in 2019100% realized thereafte
Slide 12: Knoxville, TN CSA
Knoxville, TN CSA Total Population: (2018 Estimate) 1,128,800 Projected 5-Year Population Growth:(2023 Projection) 3.64% Median HH Income:(2018 Estimate) $50,718 Projected %-year HHI Growth:(2023 Projection) $55,874 Total Market Deposits:(2017 FDIC deposit survey) $20.8B Selected Data: Knoxville, TN
Slide 13: Foothills Bank & Trust Financial Highlights
Foothills Bank & Trust Financial Highlights
Slide 14: Balance Sheet Metrics
Balance Sheet Metrics Total Assets ($000) Total Loans and Leases ($000) Total Deposits ($000) NPAs / Assets Source: S&P Global Market IntelligenceNote: Data is bank level for Foothills Bank & Trust
Slide 15: Performance Ratios
Performance Ratios Return on Average Assets Return on Average Equity Net Interest Margin Efficiency Ratio Source: S&P Global Market IntelligenceNote: Data is bank level for Foothills Bank & Trust
Slide 16: Pro Forma Company
Al, SmartFinancial, Inc. Pro Forma Company
Slide 17: Pro Forma Footprint and Highlights
Pro Forma Footprint and Highlights Combined TN Counties of Operation: Deposit Market Share TENNESSEE FLORIDA ALABAMA Birmingham Tallahassee Knoxville Nashville Montgomery Tuscaloosa SmartFinancial, Inc. Foothills Bancorp, Inc. Pro Forma Highlights Source: S&P Global Market IntelligenceNote: Deposits
Slide 18: Pro Forma Loan Composition
Pro Forma Loan Composition (1) Pro forma for 05/01/18 acquisition of Tennessee Bancshares, Inc. Source: S&P Global Market Intelligence
Slide 19: Pro Forma Deposit Composition
Pro Forma Deposit Composition (1) Pro forma for 05/01/18 acquisition of Tennessee Bancshares, Inc. Source: S&P Global Market Intelligence
Slide 20: Investor Contacts
Billy Carroll President & CEO(865) 868-0613Billy.Carroll@SmartBank.com Miller Welborn SmartFinancial, Inc.5401 Kingston Pike, Suite 600Knoxville, TN 37919 Chairman(423) 385-3067Miller.Welborn@SmartBank.com Investor Contacts