Stock Yards Bancorp, Inc. · NASDAQ:SYBT

Stock Yards Bancorp — Merger or Acquisition (August 2021)

12 slides from Stock Yards Bancorp's merger presentation, Aug 3, 2021

  1. Slide 1: Merger with Commonwealth Bancshares, Inc.

    Merger with Commonwealth Bancshares, Inc. August 3, 2021

  2. Slide 2: Forward-Looking Statements

    Forward-Looking Statements Forward-Looking Statements Certain statements contained in this communication, which are not statements of historical fact, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are no

  3. Slide 3: Important Additional Information

    Important Additional Information Additional Information Regarding the Proposed Transaction This communication in respect of the proposed merger transaction between Stock Yards and Commonwealth is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to se

  4. Slide 4: Kentucky's Premier Community Banking Franchise

    Kentucky’s Premier Community Banking Franchise Banks Headquartered in Kentucky Total Assets MRQ Rank Institution ($ in Millions) 1 Combined $7,351 1 Republic Bancorp, Inc. 6,183 A strategic partnership with Stock Yards and 2 Stock Yards Bancorp, Inc. 6,088 Commonwealth along with the recently 3 Comm

  5. Slide 5: Transaction Highlights

    Transaction Highlights ► Further reinforces SYBT’s position as the premier Kentucky community bank ► Enhances SYBT’s ability to service customers in their core markets of Louisville and Cincinnati − Pro forma entity has the #1(1) deposit market share in the Louisville/Jefferson County MSA with ~$4 b

  6. Slide 6: Enhances Scale in Core Markets

    Enhances Scale in Core Markets Pro Forma Branch Footprint Kentucky Deposit Market Share(1) Number of Deposits in Market Columbus Rank Institution (ST) Branches Market ($M) Share (%) 70 Indianapolis Dayton 1 PNC Finl Svcs Grp (PA) 76 10,618 10.8 2 JPMorgan Chase & Co. (NY) 50 7,872 8.0 71 70 3 Fifth

  7. Slide 7: Overview of Commonwealth Bancshares, Inc.

    Overview of Commonwealth Bancshares, Inc. Company Highlights Branch Footprint Prospect Headquarters Louisville, KY Prospect CB&T (16) Total FTEs 294 Anchorage Anchorage Founded 1881 Simpsonville Simpsonville Balance Sheet Highlights 6/30/21 71 Louisville Ohio Total Assets $1,262,489 Shelbyville Shel

  8. Slide 8: Complementary Franchises

    Complementary Franchises Pro Forma(1) Consumer Construction Consumer Construction 2% 8% 2% 8% Construction 11% Resi. R.E. 1-4 Fam. Resi. R.E. 23% Other Resi. R.E. 1-4 Fam. Consumer 3% 4% 1-4 Fam. C&I 19% C&I 20% 28% 26% Loan $4.2B Other 3% C&I $0.8B O.O. CRE $5.0B Other Portfolio 14% 17% 3% O.O. CRE

  9. Slide 9: Transaction Overview

    Transaction Overview ► Approximately $153 million deal value, or $55.35 per Commonwealth share(1) Consideration ► 0.9267 shares of SYBT common stock and $11.20 per share in cash for each Commonwealth share ► Stock / cash mix ~80% / ~20% ► Price / Tangible Book Value Per Share: 1.78x Key Pricing ► Pr

  10. Slide 10: Key Merger Assumptions & Financial Impact

    Key Merger Assumptions & Financial Impact ► 30% cost savings on Commonwealth’s adjusted non-interest expense for 2022 of $46 million(1), 80% realized in 2022 and 100% thereafter ► Revenue synergies identified, but not included in financial modeling Key ► Pre-tax one-time restructuring charges of ~$2

  11. Slide 11: Comprehensive Due Diligence

    Comprehensive Due Diligence ► SYBT is an experienced acquirer; fourth transaction since 2012, second transaction in 2021 Disciplined Acquiror ► Long track record of growing earnings and tangible book value ► Comprehensive and collaborative process including business, operational, credit, financial,

  12. Slide 12: Transaction Highlights

    Transaction Highlights  Creates the largest bank headquartered in the Commonwealth of Kentucky  Increases scale in two of SYBT’s core operating markets  Expands SYBT’s footprint into the attractive Shelby County market  Builds upon strengths and enhances scale, profitability and performance  At

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